The Rise of Darkage
by Shimmering Star 3
Summary: Noheart has a new apprentice who is bent on destroying the carebears because he blames them for the death's of his parents. Will he succeed? This is a carebears/star wars crossover. My very first story re-done.
1. Chapter 1

Disclaimer: I do not own any of the star wars elements whether that be hinted at, or otherwise related to star wars in any way shape or form. I also do not own any of the carebears from Lion's gate. However, I do own Lonesomeheart bear, Aqua bear, Darkage/Joaquin, and Redemptionheart bear. Now on with the story!

The Rise of Darkage

Chapter 1 The Undiscovered Victim

DARK SYTH PROPHECY

A powerful soul will join the immortal Shade of Darkness in his attempt to rid the world of love and caring and the one's who defend the earth. He trains him to perfect his powers of the force which is the ultimate object in which all evil magic had originated. After many foiled attempts by the dark shade to rid the world of these creatures of love and caring, his new apprentice far exceeds his own powers and unleashes his servant against these creatures to do the mission that he could never accomplish. However, unlike most souls that get completely absorbed into the force once they choose the path of evil, the chosen one is not completely drained of his former self for the force God who wishes to embody him must wait before he can take his rightful place as ruler of all evil! In order for this evil God to leave the spiritual realm, it takes sometime to take form before it can enter into the physical world and it will not settle for anybody less than the chosen one for which it has purposed since the beginning of time! But if this chosen soul remains with the force, he will eventually lose control of his own body and disappear as it he never existed with the force God inheriting his body, powers, and soul. But all of the force God's power will also come into full fruition soon after and the world will fall into chaos forever!

Its the year of 2007 in Carelot the carebears were going about their usual caring missions. But one day in the month of May near the beginning of summer, the carebears were redecorating Carelot for the summer season and Wish Bear was doing her usual lookout searching for signs for trouble on earth.

"Where are you going Wishbear?" Tenderheart asked as he watched Wishbear climb into a cloudcar.

"I'm going to investigate something, would you like to come along?" She asked.

"Sure, I could use the outing." Tenderheart said as he nodded his head and hopped into the cloudcar with Wishbear.

The cloudcar headed out east to a small town in Arizona and touched down on an old run down property where it seems an old trailor home used to be With the ground covered in red cinders, and short green pine trees, and Juniper shrubs. The cloud car landed on the red cinders next to some of the taller juniper trees.

"Hello? Is anyone here?" Wish called out as she stepped out from the cloudcar with her partner.

"It looks abandoned. I wonder who used to live here?" Tenderheart bear said to Wishbear as he followed her, looking around the property.

"Look over there. That's what I saw from the lookout up in Carelot." Wishbear said, pointing to two stone epitaphs with a small white cross set in between them as a type of memorial.

The epitaphs were beautifully decorated with an arrangement of flower lei's and were engraved with blood red lettering. Tenderhear bear and Wishbear read what was written on the stones; "Here lies my mother that meant the world to me... and here lies my step dad who was the closest thing to a father I ever had... until that all ended one day when I came home to find..." The rest of the epitaph had parts broken off and missing, but the two bears pieced what they could together "... Home burned... Ground... Parents burned alive... I vowed... to.. The murderers who... and avenge my... will not rest.. kill them."

"Oh dear," Wishbear said with deep concern, "We better find this person."

"I agree," Said Tenderheart, "But where do we even start to look?"

"We can look around the property" Wishbear suggested, "Maybe will find some clues."

Besides the memorial, the only other building that stood on the one acre property was a small metal shed in a dumpster type trash bin. Wish and Tenderheart climbed up the steel inset ladder on the dumpster bin and crawled inside. As they sifted through the debris, they found some various tattered dragon ball Z figurines along with some other mauled stuffed animals including a stuffed carebear of Wishbear. The stuffed toy was very dusty as Tenderheart dusted it off, but still intact.

"Wish look at this," Said Tenderheart as he finished dusting it off with his paws and held it out in front of Wish bear. "Looks like you had a fan Wish Bear."

"That's nice," Said WishBear as she took the stuffed toy from Tenderheart. "I wonder who it was?" She said wonder instead of Wish because she was psychically linked to a star named Twinkers that made all of her wishes come true. Unfortunately, her wishing went out of hand and almost doomed all of Carelot.

As they both resumed with the search, they uncovered a large metal suitcase.

"I wonder what's in here?" Said Wishbear as she picked it up with both paws.

"Maybe will find some more stuffed animals of you again." Said Tenderheart teasing Wishbear with a smile. This caused Wish to blush slightly at her friends comments.

"I was never that popular was I?" Replied Wishbear with clear disappointment.

"No because I was the popular one." Said Tenderheart as he cocked his head to one side with his eyes closed as he pointed to himself.

"But obviously not today aye," Replied Wishbear teasing him back as she was now the one smirking. Tenderheart looked a bit steamed after that comment. "Hey, what's this?" Said Wishbear, as a beat up old wallet fell out of the suitcase as she shook it. As she placed the metal suitcase down, she picked up the old shabby wallet and opened it to find an old picture I.D. inside. It looked to be a drivers permit of a light skinned male teen.

"What does it say?" Inquired Tenderheart glancing over from a compromised angle. Wishbear polished it up with her right paw before she looked at the name on the I.D. and paused.

"It saids, Joaquin Benividas," She finally said after a slight pause.

"Wishbear, do you think he's the one who left the engraved vendetta on the epitaph?" Tenderheart bear Inquired while scratching his head.

"Who else could it have been," Replied Wish, "We better report this back to Carelot and find out." So they both ran back into there cloud car and flew back to Carelot.

As they headed back, they discussed the possibilities of who it could be till they just arrived back in Carelot. They had noticed nobody was around until Tenderheart after searching around for a bit and saw all of the carebear family gathering into the hall of the hearts. They also followed them into the great hall of hearts.


	2. Chapter 2

Chapter 2 Reports of strange encounters

"What's going on here?" Said Wishbear.

"Looks like someone has called a meeting. We had better go check it out." Replied Tenderheart.

As Wishbear and Tenderheart into the meetning hall inside the hall of hearts, Trueheart bear was calling the meeting to order with all of the bears finding taking there seats.

"Quiet. Quiet please," Then everyone had ceased in all conversations they were having with one another. "We have called this meeting to order because we have a very grave threat taking place." Everyone murmured with concern for a moment. "Quiet please," Trueheart tapped on a glass cup with a small spoon. " There have been several reports about our enemies working together. Me and my partner Nobleheart horse just came back from a small town in California where we had proceeded to help some children with some self esteem issues when all of a sudden we got attacked by Nohearts evil shadows. We managed to defeat them with our normal carebear stare but right after that, Professor Cold Heart and Auntie Freeze immediately attacked us with ice attacks in an attempt to capture us. We had to retreat to safety because the combination of Nohearts shadows and Professor Cold Heart proved to be too much trouble. As a result, we could not complete our caring mission. We have also heard of other unusual encounters with some of the other caring missions which some of you have went on. Grumpy Bear can you and Aqua bear please give us an account of your last caring mission?"

"Well, me and Aqua bear were trying to protect a little boy from a bully who was threatening to deck him," Said Grumpy quaking with fear. "We subdued the bully no problem, but then Sour Sam and Dr. Fright both came out of nowhere with red sabers and began to attack us. Aqua bear engaged them with his own blue saber against there two red ones, but both just proved to be too much so we had to retreat." Grumpy said looking relieved that they managed to escape with there lives.

"But I would have beat them if they wouldn't have caught us by surprise!" Said Grumpy's partner who sat next to him. This bear had a flaming round hoop surrounding a dolphin jumping through it on his tummy symbol. It looked like the Miami dolphins logo except it was flipped invertly. "Honestly, I would have." Aqua bear was a caring guardian who had mediocre fighting skills with a saber. Everyone had respected Aqua bear because of how loving he was despite what happened to him in his past. Everyone looked away as Trueheart interrupted this situation by lightly tapping a metal spoon against a glass cup filled with apple juice.

"Okay everyone." She retorted patiently. "Let's stay on task. Funshine and Lotsa, please give us your report." Asked Trueheart.

"Well, we were both on our way to visit Anna and her brother Peter just to go see how they were doing," Said Funshine. "As we gathered to meet them outside of there home, the rat king and his henchmen came out of nowhere and attacked us!" Everyone in the room except for Trueheart, Nobleheart, Grumpy, and Aqua murmured on with shock. "We managed to subdue them for a while with a carebear stare, but right after that the wizard from wonderland and the evil Vizior from toyland charged at us with red sabers! We both ran for our lives as Peter and Anna retreated back into there house. But as we fled to our cloudcar and took off, we were stopped abruptly. We both looked back and saw the evil wizard along with the Vizior were both using some strange new power trying to reel us back in," Everyone listened with on fearfully. "I and Lotsa, turned and stared at them knocking them backwards breaking us free from there magical grip and we narrowly escaped capture." Everyone broke out with concerned murmuring to one another.

Tink tink. "Quiet everyone," Said Trueheart clanking the glass again. "We need to find out why these unusual attacks are taking place."

"I agree," said Nobleheart. "We need to find out what's going on and why."

"Excuse me." Said Wish bear with her paw raised up. "Me and Tenderheart both went on a caring mission to investigate something."

"Did you have a unusual encounter?" Asked Nobleheart.

"Not of that sort, but we do have another matter of concern here," Said Wishbear. "Me and Tenderheart both went to investigate a property with a message on two epitaphs. The epitaphs contained a message within them that said here lies my mother and my step dad who meant the world to me, but the rest of the message was broken up. But me and Tenderheart managed to put some of the broken pieces back together again and got more of the message." Some of the bear's looked at her impatiently. Wish bear seeing this... "To put this in a nut shell, this person vowed to get revenge for what happened to his parents."

"What happened to his parents?" Asked Trueheart.

Wishbear bowed her head in sorrow "From the given account on the tombstone, his parents were both burned alive in a trailer." Many of the carebears placed there paws over there mouths in disbelief.

"Who would do such a terrible thing?" Said FriendBear standing up.

"I do not know," Replied Tenderheart. "But whoever wrote that message on those epitaphs vowed revenge," All the carebears and their cousins stood up in disbelief. "I propose we find this person who wrote this message and try to talk him out of this."

"But where or who do you think wrote that message?" Asked Nobleheart.

"We believe it was him," Replied Wish bear as she showed the picture of Joaquin Benividas. "We found it digging around inside the dumpster on the property."

"What were you doing looking around on there property without permission?" Replied Braveheart scowling at Wishbear. Wish bear blushed a bright red and replied,

"Because we wanted to find out who wrote that message so we could help him and offer our condolences for what happened to his parents." Braveheart nodded in understanding.

"Okay, so we have a mystery on our hands," "Said Trueheart. "But we must find out what the bad guys are up to first! This is a much more pressing priority," Everyone looked at Truesheart in shock after she said this. "Look everyone, I know we are suppose to help others to, but now just isn't the time for that."

"Its always the time!" Stammered Wishbear angrily as she shot up from her seat. "We must help everyone in need and not just think of our own issues," Many carebears and cousins nodded in agreement. "Besides, that poor boy needs our help before he does something he might regret for the rest of his life!" Tenderheart bear turned looking up at Wishbear smiling showing approval with admiration and respect for his friend who usually never spoke out like this with such conviction.

"Alright." Said Trueheart uncompromising as she threw her arms up in surrender. She then turned and faced the purple racoon. "Brightheart you get together with Wish Bear and decide on a proper plan of action to find this person. Tenderheart and Grumpy Bear, you two must go together to Noheart's castle and see what you can find out about these new imminent threats."

"What are the rest of us suppose to do?" Inquired Friend bear as he raised his paw catching Trueheart's attention.

"The rest of us will remain here until we know its safe again to go on our usual caring missions."

"But what about all of the children who still need our help?" Friend bear said with a concerned look.

"I'm afraid they'll have to wait until we can assure the safety of our family." Sighed Trueheart not liking this anymore than Friend bear.

"Bu-But those kids need our help!" Protested Friend bear.

"Yeah!" Said a pink bear with a multi colored rainbow on her tummy. "We need to be available to those who might need cheering up!" The hall of heart's roared in agreement until Trueheart shook her head from side to side in disapproval silencing all enthusiasm.

"I'm sorry everyone," Replied Trueheart. "But until we know its safe, I can't risk the safety of our family. I do not want any of you to get hurt." The bears looked at Trueheart with surprise. "But I promise, as soon as we have this situation under control again, we can return to helping people down on the earth again."

With that, everyone dispersed with disconteded murmuring, as the meeting stood adjourned.


	3. Chapter 3

Chapter 3 The Two Spies.

Meanwhile, Grumpy and Tenderheart just arrived outside Noheart's castle which was supported by a dark purple cloud underneath. Tenderheart bear and Grumpy bear both entered behind the back way of a secret entrance which they had also used once before to escape the evil clutches of Noheart.

"This place sure gives me the creeps." Said Grumpy Bear as he walked across a old rickety bridge which Tenderheart bear shook precariously side to side..

"As it does me Grumpy. But we must find out what's going on before we leave. So the sooner we complete our mission, the sooner we can leave" Said Tenderheart placing his paw on Grumpy's left shoulder affectionately running his paw in a circular motion. As they continued to walk along they found a small opening about three feet wide and three feet in length with a steel grate closing off the opening. "Let's go this way. Grumpy. Help me remove this grate." Commanded Tenderheart as he took hold of the grate. Grumpy got to Tenderheart's left also pulled on the steel grate eventually wiggling it loose and tossed it to the side. They entered one at a time with Tenderheart crawling in first.

Elsewhere back at the hall of hearts, Wishbear and Brightheart were googling Joaquin's name on a labtop that Brightheart owned. They had found out that Joaquin went to Williams High School and graduated, but didn't have anything anymore information beyond that.

"This is going to be much more difficult than I thought," Said Brightheart. "Most people have an on going report after there out of High School. I looked at different sites tracking at places he may have worked. Doctors he may have seen but there are no reports. Unless he's..." Said Brightheart with a look of fear."

"Unless he's what?" Inquired Wishbear impatiently.

"Deceased." Brightheart concluded.

"Don't even say stuff like that!" Wishbear said placing her hands on her hips angrily.

"Hey, I didn't say that was for sure Wish bear," Responded Brightheart softly. "I'm just trying to weigh in all of the possibilities."

"Well it has been eleven years since he graduated High school and went out on his own without any trace of him," Said Wishbear now crossing her arms. They had just found out that he graduated in 1997 but could not find any other clues about him since then. "Any idea where we should start looking?"

"Maybe if we found and talked to family members or friends that knew him after he graduated, that might shed some light on his whereabouts," Said Brightheart with hope. "Let's go ask some of the neighbors that live near the property. Maybe they might know something that would lead us to where he is now." Wishbear nodded in agreement as they headed out down to earth in Wish bear's cloud car.

Back at Noheart's castle, Grumpy and Tenderheart bear had crawled a long way before peering above Nohearts throne room where they had a view through a fenced metal grate which supported both of their weight beneath them. As they looked in they noticed a huge rectangular table that was just seven feet away from Noheart's throne. They also saw white plates, with silver cutlery neatly wrapped inside single white napkins, neatly placed by each dish on the rectangular table.

"Since when does Noheart keep everything in neat order? Its like he's expecting company or something." Said Grumpy Bear scowling.

"Not just some company. It looks like he's prepared for some very important guests," Tenderheart hears foot steps. "SHH, someone's coming." Said Tenderheart looking on with his partner.

"Beastlyyyyyyy! Get over here," Screamed Shreeky. "You need to have all this food served before our guests arrive." Beastly came running inside the room with a huge bowl that was ten times bigger than him.

"Oh why do I always have to do all the hard work around here," Complained Beastly. "You could give me a hand you know."

"Shut up furball before I shreek you down to the size of an ant." Threatened Shreeky causing Beastly to drop the pot fear.

"Quiet," Shouted a low rumbling voice. Shreeky and Beastly both turned around and saw the shade Noheart in his usual purple cowl with red stripes running down his shoulders to his waist. "I don't want any quarreling from either one of you today during this summit. That means no screaming Shreeky!"

"But uncle Noheart."

"No butts! Now get to work and help Beastly Shreeky."

"Me, help him? As if," She said crossing both her arms across her chest while turning her head to one side closing her eyes. Noheart reached out with one of his hands and caused Shreeky's mirror to come into his hand using the power of the force. "Hey! Give me that back!" Demanded Shreeky chasing after her mirror. Noheart held the mirror out letting it dangle between his finger tips. "Stop that Uncle. You'll break it." She said pleading with a scared look on her face.

"If you want your pathetic mirror back and in one piece," Noheart saud unusual calm. "THEN GET TO WORK!" And with that Shreeky took off faster than you could say hot potato. 'Now that that's been taken care of' thought Noheart to himself, 'I can now focus on more important things. My apprentice should be arriving soon.' Noheart laughed softly underneath his cowl with his red eyes disappearing for a moment. "He'll take care of those wretched carebears once and for all. Especially since he thinks that they killed his parents!" Noheart laughed even louder while he feasted upon that thought. Grumpy Bear and Tenderheart Bear both shivered at his cackle. Noheart was unaware of there presents as he sat down on his throne waiting for his company to arrive.

Back in Carelot, Trueheart and Nobleheart paced briskly back and forth waiting for the results of there two spy's that they had sent to Noheart's castle.

"I hope there alright" Trueheart said with clear worry in her eyes.

"They'll be fine." Said Nobleheart with confidence.

"I suppose your right," Said Trueheart halfheartedly. "But I'm also wondering about how Wish Bear and Brightheart are doing. This is the first caring mission of this sort that we have ever had. Stopping someone from avenging his parents."

"Not to mention this isn't going to be an easy one,"Replied Nobleheart Horse. "They have alot of digging that they have to do just to find this person."

"I wonder which property they were talking about." Said Trueheart calking her head to one side cutely while she scratched her head.

"I was talkin to Tenderheart about the location of the property and he said it was somewhere just outside the town of Williams, Arizona somewhere. Why does that seem so familiar?"

"Because me and you went on a caring mission there to help out when a huge fire had hit that area. Could it possibly be the same area that me and you visited eleven years ago?" Said Trueheart Bear in wonderment.

"There's only one way to find out." Replied Nobleheart. "Let's go take a look through the star telescope."


	4. Chapter 4

Chapter 4 Discovering past events and connections

"Boy we found out and awful lot about Joaquin through his neighbors." Said Brightheart as he drove his cloud car heading back to Carelot.

"Yes, but still not anywhere close to finding where he is," replied Wishbear in obvious disappointment. "All we know is that when he graduated, he moved away from the area without telling anyone."

"We also know that this incident completely changed him because of this horrible transpiring event. The Allisons which lived next door said he would come over often and play monaughtny and borrow movies." Said Brightheart. Wish bear rolled her eyes with good humor.

"So what do we do now?" Asked Wishbear as she looked directly at Brightheart from the passengers side.

"Call it a long shot, but he may have purchased weapons to get his revenge," Said Brightheart. Wishbear crossed both of her hands over her chest while she looked directly at Brightheart with an angry scorn. "Look, I'm just trying to help you find him." Responded Brightheart innocently forcing a smile.

"Let's look then when we get back to Carelot."

Back in Carelot by the look out where Wish bear looks through her star telescope for troubled children who need help.

"So that is the same place!" Exclaimed Trueheart.

"Yes it is. We searched for survivors but there wasn't any." Said Nobleheart shaking his head sorrowfully.

"Maybe there was," Said Trueheart placing her hand underneath her chin. "Maybe we left to soon because we were on that property while all the kids were in school."

"Maybe he came home late after school that day." Replied Nobleheart.

"Then finding out the terrible news about his home and his parents with no one to care for him, let alone to cry a shoulder on." Said Trueheart tearing up causing a tear to come down to her creamy fur cheek. Nobleheart gently placed both his hands on Trueheart's shoulders.

"That's why its all the more important that we find him." Nobleheart said looking right into Trueheart's eyes with fire in his eyes. Trueheart smiled and nodded in agreement with her eyes still tearing up as they embraced one another affectionately in a hug.


	5. Chapter 5

Chapter 5 Plans Unveiled

Back at Noheart's castle, all of Noheart's guests had arrived and were about to begin there summit. Sour Sam, Professor Cold Heart, Dr. Fright, Antifreeze, Frostbite, Vizior, former wizard of Wonderland, and all of there henchmen were present in the room.

"What are they all doing here?" Whispered Tenderheart to Grumpy Bear.

"SHHH." Snapped Grumpy Bear. "Let's listen in and find out what they are up to."

"Now that everyone is present," Said Noheart. "Let's begin the meeting."

"Where is your apprentice," Asked Professor Coldheart looking around the room. " Is he out on vacation?"

"My apprentice will be here shortly. He was just out doing some depth defying training in order to help us on our all out attack on Carelot."

"You mean slowing us down?" Replied Professor Coldheart snydly.

"Shut up ice cream man," Yelled Noheart. "He's alot more powerful than you'll ever be. And If the prophecy holds true about him being the chosen one, he'll bring the force into a advantageous position to destroy this world of all heart power and caring forever! Oh yes, the force is getting stronger rising each moment, tipping the scale of power in our favor! And soon we will also be able to get rid of those wretched caring guardians who have stopped us time time again!" Everyone laughed evilly. Tenderheart and Grumpy both shuttered in fear of this.

"So what's his name," Asked Dr. Fright. "Is it All knowing Heart?" He said with sarcasm.

"Another remark like that and back to the dungeon you go," Dr. Fright shuttered in terror sinking deeper into his seat as Noheart stared right at him directly into his eyes. After what seemed like an eternity, Noheart finally looked away from Fright. "His name is Darkage."

"Where and when did you find him?" Asked Sour Sam who was dressed in a white apron covering his yellw shirt underneath.

"Eleven years ago, I had found him homeless, thirsting for revenge on the one's who had set his home on fire with his parent's burned alive in it." Everyone focused in now on Noheart's story with great intrigue.

"So you took him underneath your wing and trained him in the way's of the dark side," Said the Vizior. "Very clever taking advantage of the situation Noheart."

"I didn't have to train him at all," Laughed Noheart softly. "He was filled with so much anger, hatred, vengeance, and bitterness, that all of his humanity had disappeared diminishing all caring inside his heart which I could see had completely turn as hard as stone! So all I had to do was make him a false promise." He laughed slightly louder than before.

"What promise?" Said the evil wizard from Wonderland.

"A promise to help him avenge his parents death by helping him find the one's who had put the forest on fire," Announced Noheart. "The deal was if he were to join the dark side and become my servant, I would help him find the one's who did this to his parents and let him take his revenge."

"A promise which you never planned on keeping," Said Professor Cold Heart. Noheart nodded in agreement. "That was so cold of you. I like your style."

"Yesss." Said Noheart evilly in a snake like manner. Seething with anger, Tenderheart dug his right paw into his leg while forcefully clinching his teeth together.

"But what are you are going to do once he finds out the truth of your intent on this matter?" Asked the Vizior.

"It doesn't matter," Said Noheart unconcerned. "Since he is the chosen one, even if he find's out and turns against me as long as he remains on the darkside and keeps his heat covered in hate, he will fulfill the prophecy and evil will rain supreme in this world." Everyone applauded with shouts of joy and evil laughter at this comment except for Tendreheart and Grumpy Bear who both looked very grim, angry, and distraught at the way Noheart was just taking advantage of this person's unfortunate situation.

"Is he powerful?" Said Shreeky.

"Oh you'll see. I didn't take him in because him I felt sorry for him. I took him in as my apprentice because I felt the potential within him was very strong making him the perfect apprentice to fulfill the Prophecy. Never have I felt the force so strong with anyone resulting from his hateful heart. With my training and evil influence, he will reach his potential to cause and spread malice in this world. And oh, also, I'll let you all in on a little secret," Noheart grinned underneath his dusty cowl as he leaned in closer with his head while everyone else followed suit. "I was the one who had put the forest on fire burning his home and his parents in the process." Noheart said softly before he cackled along with all of his guests.

'How could you be so cruel?' Whispered Tenderheart softly with a tear that rolled down from his right eye down to his cheek.

"Noheart, that's even lower than any of us would have ever done." Said Beastly with a slight sound of compassion in his voice remembering the time that Noheart had blamed him for wrecking his thunder pit and kicked him out of his lair being forced to live with the carebears.

"If you don't like it Beastly, you could always quit and move in with the carebear family." Noheart gloated looking right at beastly. "And you know how much I hate those furry gaurdians of caring."

"Long live Noheart!" Said Beastly shaking nervously with a raised hand.

"Here here." Said Shreeky raising a mug glass of root beer and reached across the table clanking it with the other villians glasses and drank to that.

"Now moving on to other things," Said Noheart. " We are all gathered here for the final moments of the carebear family! Here is my plan."

Back in Carelot inside the hall of hearts meeting room, Wishbear and Brightheart both returned to Carelot and are now talking with Trueheart and Nobleheart.

"This is all that we found out," Said Wishbear sadly hanging her head down. "We don't know where to find him or even where to look."

"I was hoping you two would get much further along than this," Replied Trueheart disappointed. "But you both did everything you could." She said patting Wish bear on the back.

"So I guess we failed." Said Wishbear sadly looking down to the orange wooden floor.

"No," Wish bear looked up and saw Nobleheart. "This would have been a failure if you didn't investigate this at all."

"That's right," Agreed Trueheart swinging her arm across her chest. "Don't give up! Who know's, maybe something might turn up."

Back at Noheart's castle, Noheart is in the middle of his meeting delegating responsibilities.

"Now Professor Coldheart, that is your job to do. Now that everyone knows what to do, we will presume our coordinated attack on Carelot early tomorrow morning at 500 hours."

"But we didn't get to meet your apprentice." Protested Dr. Fright with disappointment.

"Looking for me?" Everyone turned to the door and there stood a lanky built skinny human with a good upside showing through his black shirt. He also had his face hidden inside his black cowl. "Sorry I'm late, I was just completing the last part of my training session." He said as he entered the room and stood next to Noheart with his cowl still hiding his face. "Did I miss anything?"

"Not a thing," Said Noheart eying his apprentice as he stood to Noheart's left. "We will attack Carelot tomorrow as planned and soon the Carebears will fall forever and evil will once again rain supreme!" The room came to life with applause and cackled laughter except for Noheart's apprentice, who remained standing still there silently as if he was expecting something unexpected to happen. Tenderheart tried to get a better look, but he feared getting caught and felt it was time to leave. He stood and looked at Darkage one last time, but he didn't move an inch. He remained as still as a statue. Tenderheart shook a little in fear at this but luckily, Grumpy didn't notice it.

"Come on Grumpy, we have to go tell the others." Tenderheart whispered as he crawled the other way from where he came with grumpy following him from behind.


	6. Chapter 6

Chapter 6 The untold tale of deceit

Back in Carelot, Trueheart was talking with Wishbear alone.

"Wishbear, I have something to tell you." Said Trueheart solemnly.

"What is it?' Asked Wishbear with curiosity.

"Do you know that property that you and Tenderheart visited?" Asked Trueheart.

"Yes." Said Wishbear who's eyes widened with interest.

"Well, me and Nobleheart visited that same site eleven years ago."

"Really?" Wish said with a smile as Trueheart now knew she had Wishbear's interest.

"There was a fire in that forest and me and Nobleheart looked for anyone that needed rescuing. It just so happens we were there when the trailer was burning," Stated Trueheart sadly. "We had noticed two bodies burning inside the building," Said Trueheart in sadness. "Unfortunately, we weren't able to save them." Trueheart said lowering her head sorrowfully. "So when the fire was finally put out, we came back to this area a few weeks later." Now Wishbear was not sad, but visibly upset. "We had found that the bodies were already buried, So we cleaned up the property."

"You mean, you knew about the message that was written in those tombstones?" Wish Bear said clinching her fist by her side.

"No, the tombstones only had the names of his parents. All we left behind was some hearts, flowers and a locket with a heart that said, 'With sympathy and love may you not be forgotten. Your friends, the carebears.'"

"That must have been a huge locket." Said Wishbear.

"No its a normal sized locket," Said Trueheart."Its just that whenever it is opened, it magically projects the message in plain sight so that you see the message. By the way, did you find that locket Wishbear?"

"No." Replied Wishbear.

"So that means someone else must have taken it! We must find who!" Said Trueheart as she stood up leaving the room.

In other action, Tenderheart & Grumpy bear made their way back to Carelot and were now reporting back to the rest of the carebears in a meeting at the hall of hearts.

"We just found out that Noheart has a new apprentice." Said Tenderheart. Everyone began murmuring to one another in wonderment of who this person could be.

"Quiet please." Said Trueheart clanking her spoon against her glass cup. The room grew silent. "Go ahead Tenderheart. Finish your story."

"Apparently his name is Darkage and he was tricked into turning to the darkside." Said Tenderheart.

"What do you mean tricked," Inquired Lonesomeheart Bear who was hot pink with heart's spread across her tummy. "He wanted revenge for what happened to his parents! I think he deliberately joined Noheart to be trained in the ways of the dark side. Not to mention that once you turn to the dark side, your heart becomes as heart as stone without remedy thus there is no turning back! So he's guilty as charged in my book." She said coldly while crossing her arms across her chest with a stern look on her face.

"Well," Continued Tenderheart ignoring her comments. "Eleven years ago Darkage's home was burned with his parent's alive which left him with no home." Many of the carebears looked deep with concern now as the room fell completely silent. "Noheart had promised him that if he joined forces with him, he would help him get revenge on the ones who had done this to his home and his parents. Then as me and Grumpy Bear continued listening to Noheart speak, he said he was the one who had set the forest on fire off in order to cause the situation to make it possible for this 'Darkage' to join his forces." Everyone was clearly upset and at Noheart for this deception that he had played upon this person.

"That scoundrel!" Exclaimed Nobleheart as he shook his fist wildly into the air above his head. Everyone roared together enraged at Noheart for what he had done.

Tink, tink. "Quiet please. Everyone," Said Trueheart who looked clearly annoyed as if she were the one that were cut off from speaking. "Now can we please hear the rest of the story without anyone else interrupting?" The hall of Hearts came to a silence at Trueheart's question.

"Also, we saw all of the evil villains that have stood against us at one time or another there. Professor Cold Heart, Antifreeze, Sour Sam, Dr. Fright, the Vizior from Toyland, the former wizard from Wonderland, and all of their henchmen were present at this meeting." Everyone murmured in concern. "They call themselves, 'The Villians Alliance.'

"What could they possibly be up to?" Asked Aqua bear.

"They're planning to attack Carelot together tommorow at 500 hours." Announced Tendeheart.

"Tenderheart?" Everyone looked to the back.

"Yes Wishbear." Said Tenderheart.

"Did you see Noheart's apprentice?" Asked Wish Bear.

"Yes." Responded Tenderheart.

"Did he look like the one we saw in the picture I.D. that we had found?" Asked Wishbear.

"Unfortunately, we didn't get a good look at his face since it was covered by his black cowl. But if I had to take a guess at it, its probably the one who vowed revenge. Joaquin Benividas." Everyone looked at one another in surprise. "Wishbear, do you still have the picture I.D.?"

"Yes, its in my furry pocket." Said Wish bear as she took it out and passed it around the room so that everyone could get a good look at him.

"If it is Joaquin, as difficult as this maybe, we must try to convince him to leave Noheart's forces." Said Trueheart. Everyone nodded in agreement.

"Even if we have to use the carebear stare?" Asked Cozy heart penguin with a whistle.

"Even if we have to use the carebear stare." Said Tenderheart nodding in agreement while answering Cozyheart's question.

"Even if we do convince him to leave Noheart his heart has already been tainted by the darkside," Argued Lonesomeheart bear. "I don't think talking with him is a good idea when he is already bent on destroying us." Every carebear looked at Lonesomeheart bear in disbelief and shock.

"We must help everyone in need! Regardless of their past circumstances," Said Tenderheart Bear. "We must inform Darkage of the truth! Besides, every carebear and cousin agreed to this mission!"

"Besides," Said Redemptionheart Bear, "We must have faith that anyone can change for the good that's inside them. And if he is powerful as Noheart saids he is, we could certainly use him on our side."

"I agree," Said Funshine Bear. "Besides, I want everything ti return back to normal so that we can resume our caring missions!" Several of the bears and cousins nodded with hearty approval. "Lately, it seems like the bad guy's have been dictating to us what we can and can't do and I grow tired of that. If we can convince this Darkage of the truth, he might join us and turn the tides of battle against Noheart!"

"Why don't we bring the battle to the bad guys by attacking them first," Proposed Aqua bear. Everyone looked at him as if he had lost his mind. "Think about it, if we can beat them to the punch, I think things are more likely to go our way."

"Then let's get to work and focus on how were going to do this." Said Trueheart enthusiastically. So they all began planning together and focused on how they were going to strike first.

Meanwhile, at Noheart's castle, Noheart sat alone in his throne room. Then, a mysterious robed figure entered stealthily into the room.

"You summoned me master?" Asked the mysterious figure.

"Yes. Its time you took vengeance for what happened ten years ago."

"Eleven years ago."

"Oh yes, eleven years ago. Stop correcting me!" Scowled Noheart angrily as thunder echoed from his voice. But the mysterious figure did not move in fear. "Anyway's, after all your training that I gave you perfecting the ancient art of sword fighting, tonight you must defeat all of those wretched guardians of caring!"

"Tonight?" The robed figure inquired.

"I saw them in a vision coming to invade," Said Noheart bluntly. "I am sending you to defend my castle!"

"Alone?" He said still bowed to Noheart looking up to him.

"Yes." Responded Noheart. "That's why I am giving you the opportunity to fight them all by yourself to have your revenge!"

"I will not fail you!" Said the robed figure with clear determination in his voice. "They will be no match against the powers of the dark side! I will destroy them all!" Said the voice in a low rumble that made even Noheart shake with fear.

"You will not fail, because you are the chosen one of the dark prophecy. Now Rise! Go and destroy them!"

"It will be my pleasure," Said the robed figure as he got up and left the room laughing so menacingly, that this would have put the carebears fear of Noheart seem like child's play. "I will bring the carebears to justice for what they did to my parents taking away all of my happiness with it." He vowed as he walked down the stairs and prepared for battle. Meanwhile, Noheart left his chamber thrown room, and summoned all of the bad guy's to bear witness of the battle that was to come.


	7. Chapter 7

Chapter 7 The introduction of the mysterious one

The carebears and their cousins all took off together in there cloud cars to invade Noheart's kingdom by surprise. But little did they know that they did not have the element of surprise on their side. Wishbear & Tenderheart bear were back together in their cloudcar with Wishbear looking at the picture I. Joaquin Benividas while Tenderheart drove.

"Do you think he's the one that we're looking for?" Asked Wishbear.

"I do. But even if he isn't, we still must help Darkage leave from the darkside of the force." Said Tenderheart who was on the driver's side of the cloudmobile.

"I hope it is the one we are looking for," Wishbear said with hope. "I also hope that we could convince him to stop being Noheart's apprentice!"

"Then what?" Asked Tenderheart.

"What do you mean?" Asked Wishbear.

"Will this Darkage have any place to live if he refuses to be Noheart's apprentice?"

"I don't know," Replied WishBear. "Maybe just like Aqua bear, Redemptionheart bear, and Lonesomeheart bear, he'll join us to be part of our family." Wishbear said with hope.

"A human join the carebear family? I don't know about that Wishbear." He said shaking his head side to side with doubt.

"Why not," Asked Wishbear defensively. "Weve accepted all kinds of creatures in these last two years. So I don't see a reason we can't have a human as part of our family."

"Would he be considered a cousin or a carebear then?" Asked Tenderheart as both bears laughed.

"Everyone, be ready to engage in one minute." Said Nobleheart over the radio to all the carebears.

"I think he should be a cousin," Said Tenderheart. "Because he's definitely not a carebear."

"He could be if we made him wear a carebear hat like we made Beastly wear." Wishbear snickered.

"If you do that with as old as he his, he might run back to Noheart like Beastly did." Both bears were now laughing harder than before.

"Prepare to engage," Said Braveheart as Noheart's castle came into view. "CHARGE!!!" As they all approached the castle, they noticed a human dressed in a black hooded sleeveless tunic down below. "Nobleheart, who's that?" Asked Braveheart over the radio.

"I don't know. Let's go down there and find out." Nobleheart replied. "Everyone, there is somebody on the ground. Let's go and meet him but take caution!" All the Carebears landed shortly after that message at about twenty feet away from the stranger. As they approached and got a better look at him, they saw that he wore a black hooded sleeveless knee length tunic, and underneath that was a sable t-shirt and a black garb with ninja style pants. On his feet were black boots made of leather and around his neck was a sable clasp embedded with a purple heart shaped locket that had a single chain hanging down with a red amulet attached to it. He was about 5'9" in height and looked to be about 170 in weight with light brown curly hair. He had a light skin complexion on his face.

"Just a little further carebears and you shall meet your doom MOHHAHAHAHA!" Said Noheart from afar inside his castle watching from a high center tower with his host of villains. All of the carebears walked toward the mysterious stranger who had hid his face still hidden inside his black cowl. Trueheart and Nobleheart stepped within six feet in front of the stranger.

"Excuse us, but who are you?" Asked Nobleheart. The stranger just remained silent.

"Please, tell us why you are here?" Asked Trueheart.

"Trueheart! Nobleheart! Look out," Shouted Aqua Bear. The two elder bears turned to face the caring guardian. "I sense the darkside in him with incredible powers of the force!" The aqua marine colored bear warned as the stranger began to cackle with cold hearted laughter.

"I've waited eleven years for this!" Said the stranger. Wishbear moved up to get a closer look at the stranger who had just removed his cowl. The stranger looked like he was in his late twenties. "And now I can finally avenge my parents!"

"Joaquin? Joaquin, is that you?" Shouted Wishbear from afar. The stranger looked right up at the teal furry bear.

"Who said that?" Demanded the stranger.

"I did," Confessed Wishbear coming forward with her paw raised until she stood just in front of the stranger. "It is you." She said with a happy face.

"So, you discovered my former name." Said the stranger. "Yes, we looked around your property." Said Wishbear.

"So it wasn't enough for you to destroy my parent's and take away my happiness. But now you have to steal stuff that doesn't belong to you!"

"I'm sorry but we had to!" Argued Wishbear.

"ENOUGH!" Wish bear stepped back at his sudden out burst. "We end this here and now. I will now repay you for you did to my parents!" The stranger immediately reached inside his pant pocket and activated a double edged saber which shined a bright red against the purple clouds. He took a swipe with his double edged saber at Nobleheart and Trueheart who barely evaded the sword.

"Take cover!" Shouted Nobleheart as he ran away from the stranger. The man immediately charged right at the carebears. As he made a dash and swung toward's Wishbear, Wishbear froze in her tracks from the unexpected attack and could not move as Darkage's saber came slicing down at high velocity. Wishbear threw her hands up over her head. Gazzxt! zzrxxt

"You will not hurt them!" Wish Bear looked up and saw Aqua bear blocking the red sword that would have killed her. "Run Wish Bear!" Wishbear did not think twice and split faster than Swiftheart. "Why do you want to hurt us?" Asked Aqua bear while engaging the mysterious stranger with his marine blue saber. But the stranger ignored his question and continued attacking the cariing guardian with clear cut focus. "Answer Me!" Demanded Aqua bear. But to no avail. Out of slight anger, Aqua bear swiped at the mysterious one in frustration but only managed to cut the chain which held the red locket. The stranger immediately countered reaching out with one hand using the force and knocked him ten feet away from him. As the stranger bent down to one knee picking up the red locket, he effected a block behind him. Lonesomeheart bear tried another strike but the mysterious one blocked it a second time without looking. After that, the stranger quickly stood up and turned and engaged the hot pink colored bear. Gazzxt! Gazzxt! Zzrxxt! Zzrxxt! The battle continued to rage with the mysterious one moving with incredible speed making Lonesomeheart look like a turtle. Finally, the stranger knocked Lonesomeheart's saber away and pushed her back with a...

"Koshikakayha!" A long red blast of energy blasted right in Lonesomeheart's chest and sent her flying away into the wind.

"Lonesomeheart Bear," Shouted Harmony Bear. She ran towards the mysterious one and got in her stance. "No one hurts those I care for, carebear star," The stare came out but he maneuvered to his right and the stare missed. "Huh? Stare," She missed again as he dashed to his left. "Stare!" He jumped over her attack showing incredible leaping ability. As Harmony Bear got ready to blast him with another carebear stare, the stranger beat her to the punch reaching out with his nonweapoded hand using the force and knocked her back to where Lonesomeheart bear had fallen. The stranger charged forward again but this time, it was towards Tenderheart Bear. Tenderheart ran in fear with the man hot in tracks.

"AAAAGHHH! Help me!" Shouted Tenderheart as he ran for all he was worth.

"No one can save you! MOHAHAHAHAHA!" The stranger shouted as he bounced up and down quickly closing the gap between himself and Tenderheart. He reached out for Tenderheart bear with his nonweaponed hand, but then he got knocked down by a unexpected attack and lost his Saber. He immediately kicked up and out with both legs pulling himself back onto his feet and looked for the attackers. It was Trueheart and Nobleheart standing side by side with there eyes looking mad.

"That's enough Joaquin!" Said Trueheart.

"That name no longer has any meaning for me!"

"Then who are you?" Asked Nobleheart.

"I am Darkage! Noheart's apprentice," He said proudly. "Prepare to meet your maker!" Darkage deactivated his weapon, placed it in his pocket and reached out with both hands reaching forward choking Trueheart and Nobleheart with the force. They both reached for there throats as they were floating off the ground being choked by Darkage.

"Leave them alone!" Shouted Tenderheart Bear.

Darkage closed his hands into fists and tightening his grip on Trueheart and Nobleheart's throats. "Now Die!"

"NOOOOO," Shouted Tenderheart Bear who came charging in after Darkage. "Let them GOOO!" Tenderheart shouted as he dove into Darkage tackling him. Trueheart and Nobleheart were immediately released from Darkage's grip. Tenderheart bear got up and stared down upon his enemy. Darkage looked to be unconscious so Tenderheart bear lifted his paw up in celebration. "I did it! I beat him!" But then, he felt himself not being able to breath as he now grasped onto the hand with both paws which now had a hold of his throat. Darkage got to his feet and thrusted Tenderheart Bear's body up by the throat into the air and slammed him to the ground.

"Tenderheart," Yelled Wishbear. "Take this Darkage! Stare," Darkage backhanded the stare sending it flying to his left. Wishbear looked stunned. "Huh? How did you block that?" She muttered. Like usual Darkage ignored her question and continue choking Tenderheart. "Stare!" Darkage batted Wishbear's stare away again. "Stare!" He blocked it a third time. "Stare!." Darkage blocked it a fourth time as he now stood up annoyed releasing his grip on Tenderheart and was now closing in on Wishbear as he continually deflected her stares. Lonesomeheart and Aqua bear both landed in front of Wish bear with there Sabers drawn.

"You are no match for me or the powers of the force which reside in me!" Gloated Darkage.

"The fight's not over till its over!" Shouted Lonesomeheart bear. Both bears were now on there feet with there sabers facing Darkage.

"This battle was over before it even got started," Darkage threw his hands out to his sides and brought them forward and channeled purple lightning towards his enemies knocking their sabers away in the process. Then Darkage unleashed a fierce blast of purple lightning at them as they raised both there hands trying to block it with until... Kaboom! Darkage knocked them back to the ground from a few feet in which they stood. "I am unstoppable! This battle is mine!"

"That's what you think Darkage," Said Braveheart. Darkage looked up and saw that all of the carebears (except for Tenderheart, Trueheart, and Nobleheart) and there cousins gathered together in there stare formation. "Carebear's count down. 4, 3, 2, 1, STARE!" They struck Darkage sound and true squarely on his chest.

"Oh please, not that. Not that" Said Darkage.

"We got him! Pour it on!" Shouted Wishbear.

"No stop! Amohahahahaha!" Laughed Darkage wickedly. "HAHAHAHAHA!"

"Huh? Howcome he's not weakening?" Asked Wishbear.

"HAHAHA! Its because I'm not vulnerable to your carebear stare," Mocked Darkage. "You liars, you don't care about me. If you did, you never would have killed my parents!"

"Stop staring!" Shouted Braveheart.

"Why?" Said Harmony Bear.

"Because he's only using our stare to feed his fury," Said Braveheart. "We have to find some other way to defeat him."

"You can never beat me! Destiny has delivered you to my hand and there is no one to rescue you. Today you will pay for the evil that you did to me and my family!" Shouted Darkage as he ran towards them once again. But this time, he ran towards them flipping forward on both his hands and feet.

"Maybe if we surround him and hold him down, perhaps then we can win this fight that way." Said Brightheart raccoon.

"Let's do it then!" Shouted Playfulheart. So they all attempted to surround Darkage. But, just then, there was a great cataclismic cloud quake that had knocked everyone forcefully to the ground

"What was that?" Shouted Wishbear.

"I don't know, but we better find out." Said Braveheart.

"Amohahahaha!" There was that unmistakable laugh that all of the carebears recognized.

"Noheart!" They all shouted all at the same time.

"That's right carebears. And today you shall all be destroyed. Villains alliance, attack!" Out of Noheart's castle, the Vizior and his army, Professor Coldheart and all of his henchmen, the wizard from Wonderland, Dr. Fright, Sour Sam, and none other than Shreeky and Beastly all came out charging onto the battle field with all of them caring red sabers (Except for Shreeky, Beastly, and all of the henchmen. They carried no sabers.)

"Retreat carebears. back to Carelot!" Shouted Nobleheart. All the carebears gathered in there cloudcars and retreated.

"After them!" Shouted the Vizior.

"Stop," Shouted Noheart. All the villains stopped and looked back at Noheart in disbelief. "Will get them tommorow as planned."


	8. Chapter 8

Chapter 8 Defeat, achknowledgement, and regrouping

The Carebears just got back to Carelot after a failed surprise attack at Noheart's castle. Disheartened and concerned about being defeated by Noheart's apprentice, the morale of the carebears dropped sharply as they regrouped at the hall of hearts.

"Now what are we to do?" Asked Grumpy Bear.

"We defend Carelot, that's what!" Responded Aqua Bear Gruffly.

"But how, we don't stand a chance against Darkage." Said Tenderheart.

"Especially after what happened during that last battle. According to my calculations, Darkage alone contains enough power to destroy us all by himself! Let alone facing the dark villains alliance." Said Brightheart calculatingly.

"Listen everyone, we can't give up just because we lost one battle." Said Trueheart.

"That's right," Replied Nobleheart Horse. "We mustn't give up hope. We must come up with a new strategy to defend Carelot."

"Easier said than done." Replied Lonesomeheart Bear. "When I gauged Darkage's power level, it was more than double my heart powers and Aqua's combined. The evil side of the force is strong with him!" Everyone agreed with Lonesomeheart's logic and began to murmur with discontent.

"So what do you suggest? That we surrender to the forces of evil?" Answered Aqua bear. "Or better yet, let them know we are no match for them?"

"No but," Lonesomeheart got interrupted.

"Listen everyone!" Everyone looked at the creamy furry bear that had just said this. "Fighting and arguing amongst ourselves isn't going to help us. We must come up with a new course of action to defend Carelot," Everyone stopped there murmuring and refocused on the situation at hand. "Any idea's anyone?"

"Can I say something?" Asked Wishbear.

"Go right ahead Wishbear." Replied Trueheart smiling at Wishbear.

"Now that we know that Darkage's is really Joaquin Benividas, instead of trying to fight him, we need to convince him about the truth about what happened to his parent's and who killed them."

"Are you nuts," Replied Lonesomeheart. "You minus well say, would you like a sizzling surloin steak or well done carebear bacon strips with our hides served on a silver platter?!"

"Listen," Shouted Wishbear calmly. "Its our only chance at victory."

"But Wishbear," Grumped Grumpy Bear. "Our carebear stare didn't even work on him. Not to mention he has a freaky ability to deflect our stares making him impossible to reach!"

"I know this plan sounds nuts to all of you. But as a caring carebear, we don't give up on those who truly need our help. Don't forget, he was led astray by Noheart. He's only merely reacting to his feelings of bitterness and hate because of what happened to his parent's. Put yourselves in his shoes Lonesomeheart bear. Would you like for us to just treat you as an enemy or would you have liked for us to give you every possible opportunity for you to change so that we could help you?"

"I would have liked for you to try to help me." Stuttered Lonesomeheart as she confessed with her head lowered in shame.

"Then why is Darkage, I mean Joaquin any different," Argued Wishbear pointedly. "We must help him, no matter the cost to us. I believe if we continue to try and help him, he will see the truth of how Noheart lied to him and maybe he'll leave Noheart for good and join us to fight against the evil alliance."

"Its a long shot, but I believe Wishbear has the right idea." Trueheart said with conviction. "I hope none of you die!" Replied Lonesomeheart Bear pessimistically . The rest of the carebears looked at her annoyed but ignored her as they refocused on there strategy to get him separated from the rest of his companions to try and convince him of the awful truth of what really happened.

Meanwhile, in Noheart's throne room all the villains including Noheart's apprentice were all discussing a strategy of what to do in there preparation of an attack on Carelot. While everyone else was sitting, Darkage was standing while Noheart was sitting on his throne.

"Well done my all powerful apprentice," Said Noheart with much enthusiasm. "You have proved yourself more than worthy!"

"Just doing my job." Said Darkage licking his chops after eating some meaty ribs.

"I have to say, I had my doubts because of you being soft from time to time!" Said Noheart.

"I would have done the same to anybody else who would have dared to harm my parents." Replied Darkage.

"Would you have challenged the mighty Noheart?" Replied the evil sourcerer with his darkened red eyes staring intently into Darkage's. Darkage hardened his face and eyes with just as much intensity showing no fear of his master. For he had recognized this as one of Noheart's intimidation's.

"Yes Master. Even you would feel my wrath if you had anything to do with my parent's demise." Darkage said with no quiver in his voice. The whole room grew silent with apparent fear of what they anticipated was about to happen next.

"Shut up Darkage! You can't talk to my uncle like that," Yelled Shreeky. "Now apologize or I'll." Darkage turned his head towards Shreeky and shot her a warning glance that would have made the devil turn pale. She stopped mid range of her Shreeking.

"Don't you ever tell me to shut up again you stupid freak of nature unless you want me to slap the crap out of you!" He said loudly.

"You wouldn't dare! Just for that comment I'm going to Ahaaaa choke," Darkage had her in his death grip. "hachokke."

"Its just like you to alway's choke under pressure isn't it?" Said Darkage with a twisted smile.

"Let her go Darkage!" Replied Noheart as he got up from his throne with his saber drawn.

"Make me fart heart," Opposed Darkage as he continued to choke Shreeky. Noheart stood up and drew his saber. Just as he was about to swipe at Darkage, Darkage had let shreeky go and thrusted out his right hand sending Noheart flying backwards hard right onto his thrown using the force. Noheart attempted to get back up but zwhorr, Darkage had his double edged saber aimed right at Noheart's chest. Noheart froze in fear. "If you ever try that again, you'll have to tell me what you would like on your tombstone!" Darkage said looking right into his Master's eyes who looked dreadfully fearful of his apprentice.

"Don't you talk to me like that!" Replied Noheart angrily.

"In that case, I'll just kill you now and we can have your funeral today!" Darkage moved the saber closer to Noheart's chest.

"Alright! I won't do that again!" Said Noheart in surrender who slumped down in his thrown eyeing the sabe fearfully.

"Let this serve as a warning for anyone of you who wishes to opposes me. It doesn't matter who you are to me. I will destroy anyone that get's in my way. Even my own master. Does anyone else wish to challenge me?" Everyone stopped staring at Darkage and acted like they were busy doing other things. "Shreeky, do you care for a second helping of my death grip?"

"No, please don't hurt me!"

"Good, Now sit down and shut up so that we can get this meeting started!" Shreeky shuttered and fell silent. Darkage removed his red Saber from Noheart's chest and stood perfectly in the position he was before as if nothing had ever happened with his arms folded across his chest. They now continued over there strategy and planned how they were going to capture all of the carebears.


	9. Chapter 9

Chapter 9 Carelot's demise

It was 4 A.M. in Carelot and all the carebears had gotten up preparing for the battle ahead. Wishbear and Tenderheart talked together while they were checking there gear.

"Do you think we can get through to him?" Asked Wishbear.

"Of course we can get through to him! We have to," replied Tenderheart, "Why do you ask?"

"I don't know. I just remembered our last battle and how he looked so determined to put an end to us. I've never seen so much hate in someone's eye's before. I was so scared." Wishbear said with a shiver of fear. Tenderheart bear positioned himself in front of Wishbear and put his paws on her slumped shoulders.

"Listen Wishbear. His hate has been misplaced. I believe if he knew the truth, he never would have joined Noheart," Said Tenderheart looking right into her eyes. "And he never would have attacked you" Whispered Tenderheart bear compassionately to his companion.

"You think so?" Said Wishbear now looking right into Tenderheart's eyes.

"I know so." Replied Tenderheart bear confidently as he embraced her affectionately in a soft hug. "Now let's finish setting up these traps for our uninvited guests." Said Tenderheart as he looked Wishbear in the eyes up close with a smile. Wishbear smiled back and they continued working together.

Meanwhile, Trueheart and Nobleheart spoke to one another as they prepared for the battle ahead.

"Trueheart, do you have the place in mind where Wishbear will talk to Darkage one on one?" Said Nobleheart horse.

"I do," Replied Trueheart. "Now let's hope this works. Because if we fail..." Trueheart said shaking her head in fear.

"This will not fail," Said Nobleheart sternly. "We will win Joaquin over once he realizes the truth. We must have faith that the truth will alway's prevail!"

"And it will succeed!" Said Trueheart with conviction. "No one can stop the carebear family!"

"That's right!" Replied a familiar voice as Trueheart and Nobleheart both turned to the source of the voice. "And we can finally put this thing to rest!" Said Braveheart Lion.

"Now let's finish setting up these barriers."

Its was now 4:55 A.M. in Carelot and the carebears were now set in there defensive positions as they had all worked through the night with no sleep. So far there were no signs of Noheart and the bad guy's yet.

"We are clear here. How about your position Grumpy?" Tenderheart said through his caring communicator.

"Clear also. How about you Wishbear?"

"Clear also." Replied the teal bear. "Maybe the're not coming since they know we are prepared for them."

"Not likely Wishbear," Replied Nobleheart horse. "Noheart is cocky and thinks we're finished just because he has Darkage as his apprentice."

"But that won't be for long." Said Wishbear. "Once he knows the truth about the situation."

Boom!

"What was that?" Said Wishbear. Boom!

"Someone just destroyed the rainbow bridge!" Shouted Grumpy Bear.

"Be on your toes carebears!" Shouted Nobleheart Horse.

"Mohahahaha," All the carebears knew that voice all too well. "Your doom has arrived carebears! ATTACK!!!!"

From out in front of the carebears perimeter, ice beams, lightning, and long range magic attacks were being blasted by Noheart, the Vizier, Coldheart, and Antifreeze. The carebears ducked in response then countered with there stares at random. The carebears held their ground for several minutes, but the evil villains alliance was closing in gradually at a slow pace.

"Rat king, attack!" Hollered the Vizior. A bunch of rats came charging in all at the same time against the front line of the carebears who stood behind the cloud barracks.

"Hold your ground carebears!" Hollered Braveheart. The battle raged on as the rat king with his fellow ratty companions came charging into the heart of things. The rat king led in front and was immediately confronted with a flurry of stares coming from all directions. The rats got knocked over from every which way, but continued advancing forward. As there formations were broken up, now it was all single battles taking place. The rat king encountered Grumpy bear.

"You won't win this time carebear!" Shouted the Rat king.

"Will just see about that," Shouted Grumpy bear. "Stare." The King avoided the stare with a spin move and closed in on the carebear and shoulder tackled the bear to the ground.

"Now I've got you. ayukyukyukyuk." Said the Rat King.

"Stare!" The rat king fell right to the ground right off of Grumpy bear. Grumpy bear looked around to see who saved him.

"Thanks Funshine," Said Grumpy bear smiling. "Now, how about we show them a little something extra!"

"I couldn't agree with you more!" Said Funshine bear. "Stare!" They both said together. Wham! The stare hit the other rats and sent them flying backwards into one of the caring barracks. Grumpy bear and Funshine both gave eachother a high five. In other spots of the battle, Tenderheart was surrounded by a flurry of rats. Tenderheart tried to use his stare, but was immediately subdued by a bucket of sticky bubble gum thrown at them by two tall rats.

"Way to go dim," Said a Grey rat. "Now let's go capture some more."

Nobleheart faired better because he and Trueheart stood side by side staring off the rats as they stood back to back of one another. "Work together carebears! That's the only way to send these rats packing!" Shouted Nobleheart horse. The carebears immediately began working in pairs of two's fighting in the same manner as Trueheart and Nobleheart. The battle was turning in their favor. "We've got them on the run. Get them!" Shouted Braveheart Lion. The rats began to retreat in haste with the carebears going after them.

"Stop carebears," Shouted Trueheart. Everyone of the carebears stopped. "Remember, our objective is to defend Carelot! Now stand together." They all gathered together in one line facing their adversaries.

"Give up Noheart!" Shouted Nobleheart. "You will never beat us!"

"Cha, just because you managed to chase away some rats, you think you have won," Chided Noheart with sarcasm. "You forget that I have my weapon. A weapon that will aid me to defeat you for all the evils you have committed!"

"We didn't commit any evil!" Shouted Tenderheart bear.

"Liar," Everyone looked to see where the voice came from, it was Darkage. "If you had committed no evil, then why am I here to execute you!"

"It wasn't us," Shouted Trueheart. "We didn't kill your parents. We only came to help people escape the fire." Said Trueheart defensively looking right at Darkage.

"Then how do you explain this," As Darkage got the locket out, he opened it up as it shimmered in the dimly lit morning. Then like magic it projected white light with a message taking form. It said, "We are the carebears! We leave this locket as a reminder that we killed your parents to make them pay to serve as an example to anyone who doesn't take caring seriously!"

"That's not the message we left in that locket!" Argued Trueheart Bear.

"Wrong!" Shouted Darkage. "You left that there because you wanted to see me suffer! Now that I am old enough and able to fight back, you will pay for this crime!

"But we didn't do it." Said Trueheart bear unhardening her face a bit.

"I investigated the crime of where the fire was started and all of the evidence points to you," Said Darkage. " You set the fire and left that message to boast thinking you could get away with it! Will no longer will you get away with such treachery!"

"We didn't do it," Shouted Braveheart lion angrily. "We help people not hurt them!"

"Then where were you when my parent's funeral was taking place?" Asked Darkage.

"Funeral?" Said Braveheart.

"Yes," He said angrily. "You know the trouble I had to go through preparing their caskets? Not to mention the cost and the time I spent mourning over their death's?" He said with his eyes tearing up. "You don't care what happened to my parents or for anybody for that matter! You only care about yourselves! If you did care about others, you would have been their at my parents funeral and maybe then I would have believed you! But ots obvious to me you only want to hurt and take advantage of others!"

"We didn't know," Said Braveheart Lion. "We would have come had we known! Also, we are not the ones who killed your parents!"

"Liar," He projected back with Braveheart lion stepping back in fear of him. "Ignorance is not an excuse and now you will pay!" Said Darkage looking down at Braveheart lion like a hawk eyeing its prey before it dies.

"Get them!," Commanded Noheart. Darkage sprinted forward at the bears but stopped abruptly as a Aqua colored bear stepped in front of him showing him no fear.

"Stop," Shouted Aqua bear rasing his paw. "We are telling you the truth! Please listen to us and we could avoid this whole misunderstanding!" The caring guardian reasoned.

"Pah," Said Darkage throwing up his hands up in disbelief. "Then give yourselves up and will have a trial to prove your innocent!" Said Darkage.

"If we surrender, we will not receive a fair trial!" Argued Aqua bear.

"This only serves as further proof that you are all guilty!" Said Darkage as he got his double edged saber out.

"Fine," Aqua bear said with fire burning in his eyes. "Though I don't wish to fight you, you give me no choice!" He said as he grabbed his saber. "I'll prove our innocence with a one on one battle. I challenge you Darkage!" Challenged the guardian as he activated his saber.

"I accept your challenge," Responded Darkage raising his saber and getting into his fighting stance with his legs split apart with his duo saber behind his back. "No one is to interfere!" Aqua came charging in!

"I will prove my families innocence!" Shouted Aqua bear as he swiped at Darkage with a over head strike which Darkage blocked placing his saber just above his head. They were now pushing against one another with Aqua clinching his teeth, while Darkage wasn't even breaking a sweat.

"Though I admire your bravery, you will fail and all of the carebear family will follow suit!" And with that, Darkage pushed forward with a great heave pushing Aqua back onto his back. The caring guardian quickly got back to his feet and charged in again with another over head strike which Darkage easily avoided ducking underneath the saber then reached out with one hand pushing the bear back forcefully to the ground. But Aqua quickly recovered yet again as Darkage advanced upon him slashing with relentless speed attacks fueled by Darkage's fury moving and striking faster, and faster, with both blades swiping at Aqua bear who was now on the defensive.

"Your anger and hate is misplaced," Said Aqua bear as he blocked a over head strike and countered with a side swipe that Darkage deflected. "Your heart is so hardened and black, that you won't let anyone in to try and reason with you." Aqua said feeling the sadness inside Darkage along with the pain from when he probed his mind. Darkage ignored him and attacked with more fury and aggression. "Noheart blinds you with lies, hate, and anger. You must open up your heart!" He said as they now were pushing up against one another yet again.

"Whether or not my hate is misplaced," Said Darkage determinedly as the sabers caused some sparks to fly in random directions. " Isn't the point. The point is your family killed my parent's and now this day I will have my revenge!" Darkage thrusted the bear away yet again, but this time, Aqua didn't get knocked to the ground as he timed it right to regain his balance. " Why do you fill yourself up with so much hate when you don't know for sure it was us," Argued Aqua bear as he placed his saber in front of him anticipating Darkage's next attack. "If you only would open up your heart and listen for the truth, you would know that we are not your enemy!" Argued the caring guardian.

"He speaks the truth," Said Wishbear. "We help everyone! Doesn't matter who you are or what you've done." Said Wishbear softly.

"Enough of this!" And with that, Darkage charged in at the bear swiping at him several times until he managed to lock swords with him again, instead this time, Aqua was on his knees feebly pushing against Darkage's saber. He then raised his hands at the sky "Dark spirit of uncaring! Drain this soul of all caring power!" A flow of misty black energy appeared on Darkage's hands and quickly surrounded the caring guardian. Aqua was now weakening and feeling his strength diminishing.

"Even if you defeat me, remember, its not too late for you to change." Said Aqua bear as the black smoke now engulfed Aqua bear.

"Noooo," Shouted Wish bear with a tear in her eye. After the smoke had cleared, she saw Aqua bear drained of all of his color as his body slumped upon the cloud from where he stood. "What have you done?" She said angrily as she ran embraced Aqua bear in her arms.

"I drained him of all feelings and caring," Said Darkage with a satisfied grin. "Want to join him?" Smiled Darkage rhyly showing his teeth.

"You truly are evil," Said Wishbear as she looked up at him. "Even if the truth was right in front of you in plain sight, you would still choose to do the wrong thing. Lonesomeheart was right. There is no hope for you once you choose to go down the path of the dark side!" She said with a tear running down her cheek, "The carebear family will stop you!" She stated bravely. Darkage laughed at her idol threat.

"Don't make me laugh! Now its time for you to all join your friend!" Darkage said as he reached out to grab Wish bear.

"Not so fast," Said a hot pink furry bear who dashed in front of Darkage. "You'll have to get through me first!" She challenged while activating her hot pink saber.

"It doesn't matter if I take you on one by one or all at once! I have more than enough power to be victorious!" Replied Darkage as he began slicing away at Lonesomeheart bear. Lonesomeheart Bear blocked a overhead strike and quickly countered with a side arm with her saber. Darkage avoided the counter while executing a backwards flip. Lonesomeheart bear stared quickly knocking Darkage backwards who now lay flat on the ground before he could land on his feet. Lonesomeheart bear followed up by jumping up in the air and swiped down with a overhead strike at Darkage's chest. Darkage rolled to his right just before Lonesomeheart's saber hit nothing but the ground. Lonesomeheart turned and engaged her enemy again and tried another overhead strike but missed Darkage again as he rolled out of the way before Lonesomeheart could connect. Darkage tried to get up, but Lonesomeheart reached out with her nonweaponed hand and pushed Darkage onto the ground again using the heart. Darkage now turned laying on his back. Lonesomeheart seeing her opportunity jumped towards Darkage using the heart and now stood over him with both her feet with one on each side of him and began to strike downwards towards his chest. Darkage blocked the strike with his saber pushing it steadily against Lonesomeheart's saber.

"I will avenge my brother!" Shouted Lonesomeheart Bear with a tinge of anger.

"Then stop talking and do it carebear!" Replied Darkage managing to hold her off despite her advantage.

"I will!" Shouted Lonesomeheart bear.

"Lonesomeheart bear, you disappoint me," Darkage mocked smiling rhyly. "I sense much fear and anger in you! I thought that you carebears were forbidden from embracing such feelings!"

"Arrrrgg!" Lonesomeheart screamed as she tried pressing down with her saber with all of her might. But Darkage held his own as he thrusted his saber up with a great heave pushing her away. Darkage then kicked her in the chest causing Lonesomeheart bear to lose her balance as she in a drunken motion fell to the ground. Darkage kicked his feet up over and out and now stood over Lonesomeheart bear.

"Like I said, victory is mine," Darkage said with a smile as he raised his hands. "Now you shall join your friend! Dark spirit of uncaring! Drain this soul of all feeling and caring!" A flow of misty black energy appeared on Darkage's hands once again quickly surrounding Lonesomeheart. She yelled out one last time before she too fell victim to the surounding smoke. Once it cleared, Lonesomeheart fell into the same state that Aqua bear had fallen into with her body grey and lifeless.

"No!. Not Lonesomeheart Bear too," Shouted Birthday bear who had been a close friend to Lonesomeheart bear ever since she joined the carebear family a year back. "I've had enough of you causing us all of these troubles and despair. Stare!" Darkage executed a back flip avoiding the stare while landing on his feet. "Stare!" Birthday bear shouted yet again. Darkage merely batted it away with his right hand.

"Can't you carebears come up with different tactics," Smiled Darkage. "At least make this battle a little more interesting for me so that I can at least say I defeated a halfway decent opponent."

"I'll show you decent," Shouted Tenderheart Bear. "Carebears line up!"

"Here we go again." Said Darkage rolling his eyes disappointed and unconcerned.

"Darkage," Said Noheart. "Show them what happens to those who oppose us!"

"With pleasure," Replied Darkage with a wry smile looking up at Noheart before returning his attention to the carebears. "Give me all you got carebears!" Shouted Darkage who put his Saber away in his ninja pants.

"Carebears count down, 4, 3, 2, 1, Stare." Shouted all the carebears.

"Koshikakayha!" Shouted Darkage as he cupped his hands together unleashing red energy. The carebear stare and Darkage's blast collided against one another. Neither one giving way to the other.

"Yes! Let your hate flow through you! Show them that they are no match for you!" Noheart said cheering his apprentice on. Darkage didn't reply or nod because he was to busy with the task at hand.

"Joaquin if you only would open your up your heart and listen to it, you would know that weve been speaking the truth to you." Shouted Tenderheart bear.

"Lies lies lies," Shouted Darkage angrily. "Now its time for me to win!" The clouds began to shake as Darkage began to groan as he focused more power into his energy blast. That extra boost of energy began shifting slowly into Darkage's favor with his blast creeping closer to the carebears.

"Oh no, he's over powering us!" Said Lovalot bear.

"Never give up hope Lovalot bear!" Shouted Trueheart.

"Carelot is mine!" Said Darkage as his wave of red energy continued to creep closer. Only four feet now separated the carebears and Darkage's wave. Three feet. Two feet. Bam. The Carebears dispersed in all directions. Darkage recomposed himself breathing heavily while leaning both hands on his legs panting a bit. Then he looked up to the sky and shouted...

"Mom and Dad the time has come for you to be avenged," Said Darkage who now stood tall with his duo red saber drawn. "Prepare for your final hour carebears. Faith has delivered you into my hands!"

"The carebear family will prevail," Shouted Nobleheart Horse. "Because we told you the truth and you would not listen!"

Darkage didn't respond, rather he began charging right after the carebears. Many of them dispersed away from Darkage, but unfortunately, Wishbear now became Darkage's hostage hanging onto her with one arm wrapped around her neck while his saber drew within inches of her throat. "Now surrender carebears or she dies!" Said Darkage.

"Not on your life!" Shouted Nobleheart horse as he faced Darkage. Then Darkage squeezed her with his arm that was around her neck causing her to pant for breath.

"Then watch her suffer before she dies!" Wishbear was now beginning to lose consiousness.

"We have to surrender Nobleheart!" Shouted Trueheart.

"But Trueheart," Stammered Nobleheart horse. "If we give up now, then the whole earth not just carelot will die and be drained of its caring!"

"We don't have a choice," Said Trueheart tearing up. "I can't stand to see Wish bear suffer like this!"

"So what its going to be?" Said Darkage. "Surrender, or this one dies!"

"Stop!" Shouted Nobleheart horse. "Let her go. We'll go quietly." Said Nobleheart horse lowering his head in shame as a tear escaped from his eye. "Just please don't harm Wishbear anymore."

"Good," Darkage said contentedly. He then turned and faced the rat king. "Go and capture the carebears and put them into the cage!" Commanded Darkage. The rats along with some of the other evil minions lined them up and tossed them into a single huge sized cage. It took them only five minutes to round them all up. As they about to throw the caring guardians inside of the cage also, Darkage commanded not to put them in due to the fact that they were no longer a potential threat so some of the rats carried them upon there backs on the way back to Noheart's castle.

"I did it!" Boasted Noheart. "Now I can conquer a world without caring!"

"Whatever!" Said Darkage.

"What!" Said Noheart upset at Darkage's comment.

"Do I need a megaphone? Or are you just getting old and need hearing aids from miracle ear?" Said Darkage with no fear in his voice.

"WHaaaaat!" Yelled Noheart angrily.

"Okay guy's," Said the evil Vizior. "There is no need to argue or fight over such petty things since we accomplished our goal here." Everyone of the leaders all nodded in agreement.

"Your right Vizior. I'll deal with your disrespect later my young apprentice!" Said Noheart.

"Oh I'm so scared." Said Darkage with a smirk on his face. Noheart turned away from Darkage and balled up his hand into a fist. 'Just you wait Darkage! Soon you will pay for your insubordination. You think you are in control but I am only playing along until the carebear family is done away with then I Noheart will rain supreme!' Noheart now focused on the task at hand with the captured carebears now inside the cage.

"Now carebears, you shall all return with me to my castle to be executed," Said Noheart. All the carebears gulped as they knew the situation was not good. "But first, my apprentice has something he wanted to show you first." Said Noheart relishing upon the fear of the carebear family. Darkage took a unlit torch from one of the homes of the carebear family.

"Darkheat," Shouted Darkage. The torch immediately lit up with a black flickering flame which surrounded the grey in the center of the fire on the torch. "Eleven years carebears, I have waited for this moment of revenge! And I thought, should I burn you all with Carolot, or just kill you all with my Red Saber and be done with it." Darkage said happily as he continued on with his charade. "Unlike you heartless bears, I am going to spare you from burning alive like the way my parents did. However, I want you all to feel the same pain that I felt when my parent's died. So I thought what better way to do that than to have you all watch everything that you ever valued, loved, and cherished, burn right in front of you with no one to rescue you or your home."

"No," Said Wishbear. "Please don't burn down our homes! Its, its all we have." Said Wishbear with tears in her eyes.

"Why shouldn't your homes be burned," Said Darkage unsympathetically. "You burned my parents alive in the trailer and left me with no place to go and what's worse, you left this locket on my parents tombstone throwing it to my face that you committed this crime." Darkage said pointing to the red locket around his neck. "So consider this retribution for the crime you bears committed."

"Darkage, please don't do this," Pleaded Wishbear. "I know at one point you weren't so heartless."

"That all changed inside me when my parent's were taken away from me carebear." Said Darkage. "I have purged every feeling from my heart so that it would not be a weakness! Now its time to burn Carelot to the ground!" Just when Darkage took the lit torch, he saw all the bears staring at him sobbing in tears. Darkage didn't expect this reaction from them. Instead he expected them to look at him with great hatred, anger, and sorrow. His heart became moved by this but he managed to hide it from his face and mind because if anyone ever found out that he still had some compassion left in his so called blackened heart of his, he knew his life would be disposed of along with the rest of the carebears.

"Joaquin, we are truly sorry for what happened to your parents," Said Wishbear. "But I still speak for everybody here when I say, even if you burn our homes and our beloved Carelot, we still forgive you and won't hold this against you." Darkage probed Wishbear's mind to see if she wasn't lying to him. Her words were consistant with her feelings as he felt them dwelling on him, not with hate, but with great sympathy, love, caring, and compassion. Something he hasn't felt for a long time ever since his parents had passed away. If only she could read his true feelings right now which he hid deeply away inside his hallow heart, she would know that he wasn't completely transformed over to the will of the force! But Darkage managed to hide this from his face as he continued to show his hatred. If only the carebears knew of the dilemma that dwelt deeply within my heart of heart's, they wouldn't of given up on me so easily. Thought Darkage to himself in his mind.

"WELL, what are you waiting for my young apprentice, vengeance is at hand! Or do you wish for them to get away with what they have done to you and your family!" Yelled Noheart.

"Shut up Noheart," Darkage said a bit irritated for he grew tired of Noheart's ramblings. After a long pause, Darkage finally spoke up again. "I've decided I will not burn there homes after all...," Said Darkage. There was mixed reactions on both sides. The carebears cheered while the bad guy's grumbled and bitched in discontent. "Silence!" Shouted Darkage as all commotion halted. "Instead we will inhabit this land and make it a base for training our armies to purge the world of all love and caring!" The bad guy's cheered while the carebears groaned at this. "Take them to the castle!"


	10. Chapter 10

Chapter 10 The Carebear's faith

At Nohearts castle, in a dimly lit large grey bricked room with a single square window looking outside, while all of the carebears and cousins were all trapped inside a medium metal square cage together. Aqua bear and Lonesomeheart's body remained ten feet outside the cage layed next to one another side by side still grey and lifeless. Noheart and his leaders of the villains alliance remained by the entrance of the room to the chamber which was just outside the cage twenty feet away with Noheart and Darkage at the front.

"Now tell me carebears, why did you kill my parents? Did you enjoy watching them burn before they died?" Said Darkage accusingly as he had his eyes fixed upon them with anger, and hate.

"Like we told you before, we didn't kill your parent's," Responded Wishbear who began to tear up. "We didn't kill your parents."

"Then how do you explain this locket that was left at my parent's grave site?" Asked Darkage as he held it out with his right hand.

"To show that we cared," Said Trueheart bear. Darkage slapped his forehead with his hand doubting this answer was true.

"Fine, you can stick to your story," He said as he removed his hand from his forehead. "But you must collaborate your story with evidence."

"We can," Said Trueheart with a smile. "May we see the locket please?" Darkage was about to hand over the locket to Trueheart till...,

"Don't do it Darkage," Noheart said interjecting. "They will only destroy it!" Darkage paused for a moment remaining still and calm.

"If they are truly innocent like they claim to be, they have a right to prove there innocence," Said Darkage in a unusually reserved manner. "They also have the right to debate the evidence in question."

"Who made you judge and jury?" Said Noheart sneering. Darkage turned around and shot him a warning glance. This caused Noheart to back up in fear now looking down to the ground.

"My parent's were the ones that were killed! Not yours! Or did you forget that," Said Darkage fiercely staring at Noheart who still looked down to the ground. "I want to make sure they are the ones who did this before I give them there death sentence!" Several of the bears and cousins gulped.

"So you will spare them if you think they are innocent," Shouted Noheart. "You must make them pay now!" Darkage briskly paced towards Noheart and got in his face.

"If you keep on interrupting I'll make you pay," Said Darkage. Noheart backed down and did not respond. Darkage stared Noheart up and down for a moment before he turned and walked back to the cage. "You may proceed Trueheart". Darkage then handed over the red locket to her in which Trueheart took from his hand and opened the red heart shaped locket and poof, a black cloud came out of it filling up the room in a imperfect square with red lettering inside it. 'We are the carebears and we leave this locket as a reminder that we killed your parents to make them pay as an example to anyone who doesn't take caring seriously!" Signed, the carebear family.' Trueheart and several of the other bears murmured on with shock.

"We didn't write this." Argued Trueheart in shock as she looked up to the message reading it again.

"She's right," Agreed Nobleheart Horse. "I was there!"

"Oh really," Said Darkage. "You said this is the same locket that you left at my parent's graveyards corrcect?"

"Yes, but that's not the same message that we wrote." Said Nobleheart.

"Oh really? Are you saying that someone tampered with the locket and changed the message?" Insinuated Darkage.

"Yes. Someone must have changed the original message." Said Trueheart.

"Its too bad you don't have any evidence to back that up." Smiled Darkage wrily.

"Wait a second," Said Trueheart. "Look at the color of the lettering inside the message. Its of a different text than we use! This is somebody else's message! Noheart must have been the one who left this locket there in order to frame us!" Said Trueheart pointing directly at Noheart who looked as nervous as could be.

"That's rediculous," Said Noheart doubtfully. "Just another one of there lies to make you betray me."

"You'll have to show me much more than that in order to convince me of your story Trueheart." Said Darkage not believing a word that she was saying.

"Evidence that we can provide," Said Trueheart smiling. "If you let me outside of this cage, I can provide it." Everyone in the dimly lit room laughed out loud.

"There just trying to free themselves." Said Noheart.

"Can you blame them," Said Darkage. The room fell silent. "If I was being blamed for a crime I know that I did not commit, I would want every opportunity to prove my innocence."

"Your not going to let her out are you?" Shouted Noheart in disbelief.

"Why not," Said Darkage. "Even if she tries to escape, she won't leave without her family. We also could simply recapture her and drain her of her feelings if she does tries to escape." The carebears shouted in protest while the bad guys cackled wickedly.

"Let her out," Agreed Noheart. "But only her." Darkage opened the cage with an outstretched arm but only wide enough so that Trueheart could get out. To his surprise, the carebears didn't try to bail and make a run for it like he was expecting. Trueheart walked out while Darkage closed and relocked the cage door behind her.

Now Trueheart was free still holding onto the locket while the others were still locked up.

"Proceed Trueheart." Said Darkage. Trueheart gently placed the locket down on the ground.

"STARE!...," Shouted the elder bear as her tummy symbol lit up the room with a great white light. All of the bad guy's shuttered in fear of this and protected themselves just in case she made an attempt to stare at them. But instead, the stare poured out onto the locket. After a few seconds of the concentrated stare upon the locket, the locket suddenly changed color from red to purple. "There," Said Trueheart who now stopped her stare upon the locket. She picked it up from the ground as the bad guys now stood in relieved that she wasn't aiming at them with her stare. "Now open it." She said as she bent over and grabbed the locket and offered it the locket to Darkage who looked at her wondering what she had up her sleeve.

"Is this some sort of trick?" Said Darkage.

"No trick Joaquin, honest." Said Trueheart with a big smile. "Shall we proceed?"

"Let's!" Said Darkage who opened it. A blinding white light blasted out of the locket startling Darkage who shielded his eyes from the great white light. Darkage immediately reached for his saber who thought this was some sort of escape attempt by the elder Bear.

"Calm down Darkage, I'm not trying to escape," Said Trueheart. Darkage calmed down and opened his eyes squinting to see where the elder bear was after the light had weakened. She was in the same standing position as before attempting no escape. Darkage put away his Saber. "Look!" Said Trueheart pointing to something above Darkage's head. Darkage looked up into the light that took the shape of a heart shaped bubble with a message inside it. It read, 'To whomever this may concern, we are truly sorry for your loss. Although we managed to rescue many people and pet's, we were unable to rescue these two people who unfortunately burned to death in the fire. If there is anything we can do to help, please feel free to contact us at .com.' "That's our message that we had left. Also the locket was red, not the purple that it just transformed to."

"So your saying that Noheart is the one who framed you for the murder of my two parents and is also responsible for the other message?" Asked Darkage.

"Yes." Trueheart answered.

"But what motive would he have? It doesn't make any sense. Why would my own master who took me in and trained me plant false evidence when he clothed and fed me for ten years?!" Asked Darkage with doubt.

"How else do you explain the purple writing," Asked Trueheart looking directly into Darkage's eyes. "We help people Joaquin, we don't try to hurt them," Stated Trueheart. "We also know people who witnessed us helping."

"Unfortunately, they are not here with us now," Said Darkage who now turned to face Noheart. "So there is only one way to find out for sure. Noheart!" Shouted Darkage as he turned to face this shade of evil who reluctantly stepped forward. "Did you plant this message?" Noheart shifted around nervously.

"No. What would I have to gain from all this?" Said Noheart with a slight quiver in his voice. That set a alarm off in Darkage as he now began probing his mind detecting thoughts of fear, nervousness, and anguish from him.

"You seek having greater power at whatever cost. I have seen you seek power like no tomorrow." Said Darkage tensing up in anger.

"I also witnessed first hand with my partner Grumpy bear that Noheart said he was only going to merely use you to help destroy us," Said Tenderheart bear as Darkage turned around and faced the brown bear. "We heard this when we were spying on Noheart."

"When did you spy on Noheart?" Asked Darkage curiously eying the bear with caution.

"During the meeting when Noheart and his ally's were planning there attack on Carelot!" Responded Tenderheart.

"Such outrageous lies!" Laughed Noheart nervously. Darkage turned around and shot him a warning glance yet again. His master immediately stood still. Darkage then turned his attention back to Tenderheart as he turned and faced him.

"What exactly did you observe?" Asked Darkage.

"Noheart said when he found you homeless eleven years ago, he promised to help you find the ones responsible for your parent's death's in exchange that you would let him train you in the ways of the Darkside," Said Tenderheart. "Noheart lied to you Darkage! It wasn't us who had set the fire in the forest, it was Noheart!" Said Tenderheart pointing directly at Noheart. "What exactly did he say?" Asked Darkage.

"He said that he intentionally put the forest on fire so that he could make you homeless and heart broken so that you would want revenge on whomever did this," Tenderheart Bear said. "The Vizior asked him what would happen if you ever found out the truth. Noheart said it doesn't matter if you were to find out or not. So long as you remain on the side of the force, the dark prophecy would become fulfilled and..." The brown bear said with a tear rolling down his left cheek. "Don't you see Darkage, he doesn't care about you, he only wishes to use you to fulfill his own evil agenda!" Darkage turned with rage in his eyes facing Noheart.

"Is this true," Asked Darkage. "Is what Tenderheart said true Noheart?" Three seconds passed with no response. "Answer me!" The room echoed with Darkage's enraged voice.

"Of course not Darkage," Said Noheart trying to sound calm and innocent. "Who took you in when nobody else wanted to help you?" Darkage's face did not change a bit. "Who fed you and clothed you and provided you shelter?" Noheart said ever so gently. Darkage's facial features only hardened more. "And what do I gain out of all this? Only the satisfaction of knowing that your parent's deaths will finally be avenged and that I helped you!"

"You know what, your right Noheart," Said Darkage pretending to unhardened his face although he was still burning with deep anger inside him because of Noheart trying to use this as leverage against him. So he decided to test him to try and catch him and beat him at his own game. "The carebears story makes no sense as to why you would even try such a foolish thing. Although the carebears are your sworn enemy and you have alway's wanted them destroyed at whatever cost."

"Yes." Said Noheart now smiling underneath his cowl. 'I now am in the clear and the situation is about to turn around in my favor.' Noheart thought to himself. However, Noheart was completely unaware that Darkage was locked into his mind.

"However, you had opportunity which would make you the perfect suspect!" Shouted Darkage.

"What!" Shouted Noheart in shock at his apprentice's change of tone.

"You knew that I would fight for you against the carebears because you sensed the power that I had!" Shouted Darkage. "As much as I hate to this admit this, the bears are right! You merely used me to get at the carebears!"

"Darkage, you know that's not true!" Argued Noheart.

"Have you any other testimony to prove your innocense carebears?" Asked Darkage with obvious embitterment.

"No. But Darkage, we saved many people from that dreadful fire. We saved everyone, but we weren't able to save your parents." Said Trueheart Bear regretfully.

"Why not?"

"Because by the time we got to them, the trailor was already consumed in flames," Darkage's anger began to rise. "We are so sorry that your parents died Joaquin." Trueheart bear said sobbing and choking with tears. "If we could have saved them, we would have!" Shouted Trueheart which caused Darkage to calmed down a few degrees. "We were so sad that day when we weren't able to save your parents! So much so that we vowed to help in whatever way that we could. Had we known you were homeless, we would have took you in for a time to help you get back on your feet."

"I, I, believe you!" Darkage stated while looking at the red heart shaped locket. "There is no doubt in my mind that Noheart was the cause of all of this!" He said now enraged turning and looking directly at Noheart with hurt betrayal in his eyes. "How could you do such a thing! I trusted you!" He said with a tear that escaped from his eye. Noheart began to shift side to side nervously once again as if he was anticipating something till he managed to remain perfectly still and lead out some soft laughter. "Stop laughing! This isn't funny!" Shouted Darkage with rage now filling his heart and mind. "Your going to pay for what you did to my parents!"

"Not likely!" Said Noheart as he reached out with one hand using the force knocking him backwards hitting his back hard against the cage before he fell to the ground.

"Darkage!" Shouted Trueheart running to his side. Darkage sat up holding his head while Trueheart gently placing her paw on his shoulder. "Are you alright?"

"Not until I finish that traitor off!" Shouted Darkage as he got to his feet swatting Trueheart's paw away.

"Darkage, fighting isn't going to help the situation!" Stated Trueheart.

"I don't care!" Shouted Darkage as he looked down at Trueheart. "He's going to pay for everything hurtful thing that he ever did to me and my family!" With that, he reached and activated his duo red saber.

"Fool," Said Noheart as he also activated his single red saber. "I suggest you stand down before I order everyone to attack you!" Darkage showed no fear in his eyes as he got into his fighting stance. "No? Very well! Attack!" He said turning over to some of his minions. But before any of them could do anything, Darkage ran in and began attacking Noheart with side swipes and over head strikes. Noheart managed to evade them, even managed to block a few of them until they ended up pushing their sabers against one another.

"You see Darkage," Said Noheart tauntingly. "You are no match for me. I've taught you everything that you know. I only made you think that you were in control so that you could do my bidding! And now that you set up the destruction of the carebears! I will kill them all as well! So how could you possibly hope to stop me when I know everything that you already know?!"

"Shut up," Shouted Darkage grasping his dou edged saber pushing with all of his might but Noheart still managed to match him strength for strength, and thrust for thrust till Darkage finally managed to thrust him away with one final heave with Noheart still on his feet. Darkage charged after Noheart and swung his saber down on Noheart which the shade managed to block and parry with his saber and countered Darkage drawing back his sword and swiped downwards at Darkage with a over head strike. Darkage quickly brought his saber above his head held his position and easily blocked the overhead shot locking sabers with Noheart yet again with Noheart bearing down with everything he had.

"I have an army capable of having you destroyed along with the rest of the carebears!" Said Noheart mockingly. Darkage angrily thrusted Noheart forward with so much force that he sent his opponent flying backwards causing him to fall to the ground. But as he fell, a purple locket fell out of Noheart's cowl by Noheart's right side.

"What's that?" Said Darkage pointing with his saber at the locket. Noheart alarmingly reached for the locket but was pushed back by the force from Darkage reaching out with one hand.

"Don't touch that!" Shouted Noheart as he tried to recapture it back into his possession. Darkage reached out with his hand using the force summoning the amulet to his hand and opened the purple locket. Just like before, it showed a similar message except this one was a purple cloud instead of a black one surrounding the letters in the inside acting like a bubble with a clear message written in the center. It read the exact same message as the other one before Trueheart stared at the previously locket. But at the end of that message, it read, 'Master Copy. But it was signed Noheart at the end of the message instead of the Carebears.

"Now I know without a doubt that your the one who did this," Shouted Darkage enraged. "You planted this false message to make me believe that they did this!" said Darkage pointing with one hand referring to the carebears inside the cage. "This is your signature!"

"So you finally now know the truth." Said Noheart sarcastically standing up a bit wobbly.

"Why Noheart. Why did you set the forest on fire?" Asked Darkage angrily. "My parents never did anything wrong to you!"


	11. Chapter 11

Chapter 11 Betrayal & a New Pact

"To destroy the carebears," Noheart said sneering dusting himself off. "I knew I couldn't destroy them without your help. So when I saw an opportunity, I took it!" Darkage ran and charged in after Noheart again.

"Back off Darkage," Noheart warned as he blocked a overhead swipe. "Or I will order your death along with the rest of the carebear family!"

"I will never back off!" Shouted Darkage as he continuiously swiped at Noheart putting everything he had into each blow.

"My my, what a temper you have," Mocked Noheart as he continued to lose ground backing away from Darkage.

"The better to kills you with!" Shouted Darkage a bit frustrated not being able to hit Noheart till he finally backed Noheart into a corner of the room as they now stood still eying each other loath fully.

"Darkage I have a proposal for you," Stated Noheart. "If you agree to rejoin me and denounce this nonsense, I'll let you be my right hand man and together we can rule the earth together!"

"Sorry, not interested!" Said Darkage gauging for an opening.

"Listen Darkage!" Shouted Noheart as Darkage charging in with a overhead strike which Noheart parried away. "You must join me! Don't you see? It is your destiny!"

"I would never rejoin you even if you were the last person on earth! Not after what you did to my parents!" Shouted Darkage as he parried Noheart's saber to the side after Noheart tried to strike him with a side swipe from his saber. Darkage countered by slashing out, and then across at Noheart's mid section. Noheart lunged backwards lifting up his arms narrowly evading the blow. Noheart then thrusted both arms down and transformed into a tornado sending Darkage crashing into the cage with his body hitting the ground. Noheart re-formed by the door of the room in his usual form.

"Darkage!" Shouted Wishbear who just happened to be behind Darkage's right. "Are you alright?" She reached through the caged door and grasped his hand with both of her paws as Trueheart came running towards him.

"Are you hurt?" Asked Trueheart as she now stood next to Darkage.

"Don't worry about me!" Said Darkage a bit upset. "I'll get Noheart if its the last thing I do!" He said violently withdrawing his hand from Wish bear's paws as he stood up.

"Mohahahaha!" Laughed Noheart evilly as he reformed on the other side of the room in front of his henchmen by the door way. "If you will not join us, you too will die! Villains alliance attack!" All of the leaders along with there henchmen lead by the rat king came running towards Darkage. Noheart's former apprentice deactivated his saber and placed it on his holder around his waste and turned his attention to his oncoming attackers.

Darkage pulled both hands back behind him, cupped both hands together and quickly thrusted them forward as they began shimmering a dark red. "Death blade!" He shouted as a searing red beam of energy came forth that looked like a swords blade. The rats stopped dead in their tracks having second thoughts.

"Oh oh!" Shouted the Rat King as he managed to jump to safety on one side of the room while his companions weren't so fortunate. Slam! All of the rats that had made contact with this concentrated array of red energy were now thrown in all random directions in the room. Most of them went crashing into the walls while some of the others hit the floor right where they stood. The carcasses on the wall that had been stuck to the wall sank slowly off the walls hitting the ground leaving random spattered marks of blood smeared all over the walls. A few of the other rats who didn't get wiped out by the blast watched in horror as they saw there fellow comrades wiped out in one single blow. They all turned towards Darkage in shock and fear who stood with his hands thrusted forward breathing calmly.

"Attack you idiots," Shouted the Vizior. "Now's your chance to get him now that he's been weakened by expending so much energy to bring out that energy blast!" As the rats reluctantly ran towards Darkage, they immediately stopped as Darkage pulled out his saber.

"Who wants to be next the next to die?" Inquired Darkage getting into his fighting stance. "You wish to take me on Rat king?" He said looking directly at the Rat King's eyes who's body was now shaking with unmistakable fear throughout his entire body.

"Nooo." Said the Rat King with his knees knocking together.

"Then I suggest you turn and run away!" Suggested Darkage.

"All rats, retreat!" Said the Rat King as he turned and ran away. All the rats retreated with him out of the room by the door entrance.

"Come back here you fools!" Shouted the Vizior to his henchmen as he barely avoided being troddened upon. But the rats payed him no heed and continued until they all ran out of the chamber. The Vizior turned and faced Darkage. "You'll pay for this Darkage!" Pumping his fist at him threatningly.

"Do you take checks or cash?" Said Darkage with a smirk on his face while crossing his arms.

"Arg!" Shouted the Vizior.

"I guess you don't take either one." Said Darkage as he braced himself in his typical ninja fighting stance. All the carebears smiled, and chuckled at his remark. The Vizior closed within ten feet of Darkage. He stopped, lifted up his hand and sent a continuous white blast of energy towards Darkage. Darkage put his Saber away and blocked the blast with both hands in front of his chest. When the Vizier's blast of energy finally receded, Darkage moved his hands behind him then thrusted them forward unleashing the stored energy and channeled it right back at the Vizior which sent him flying away until he landed just in front of Noheart.

"Get him you dim wit," Shouted Noheart.

"Shut up," Shouted the Vizior as he got up on his own power to his feet and faced Darkage. Wham! The Vizior found himself on the ground again in the middle of the room on his back. "What did you do that for?" Shouted the evil Vizior pumping his fist at Noheart in protest.

"No one tells me to shut up ingrate. I am in charge here," Said Noheart exercising his authority. "Now get Darkage." Once again, the Vizior refocused and sent another blast just like before at Darkage. The young man blocked it once again.

"Can't you do something different," Mocked Darkage acting extremely bored. "Your just like Noheart! Always using the same attacks over and over again."

"Ahhhhhhh!" Now the Vizior was really furious as he put all his power into the blast pushing Darkage a few inches backwards. "Now I've got you." Shouted the Vizior smiling.

"Sure you do." Said Darkage with a smirk who now held his ground and stopped slipping. After what seemed like a long moment, the Vizier's blast of white energy finally dissipated as the Vizior now stood their panting to catch his breath. Darkage stored all of the energy just like before but didn't fire it back out. "Powerful you are with magic, but still much to learn oh former king of Toyland."

"That's the way to do it Darkage!" Shouted Funshine. Darkage turned his head towards the cage and now faced the yellow bear. "If he couldn't beat us, there is no way he'll be able to defeat you!" Darkage turned and looked a bit surprised nodding his head from side to side.

"I suppose the next thing your going to ask me is for me to join forces with you. Right?" Asked Darkage in a joking tone. As Funshine Bear opened her muzzle to answer,

"That does it," Shouted the Vizier. Darkage turned his head and faced the Vizier who had now just recovered from his energy draining blast. The Vizior drew his single red saber out. "Nothing is going to come between me and my revenge upon the carebears!"

"You'll have to get through me first!" Said Darkage fearlessly challenging him as he brought out his saber reactivating it. The Vizior came charging in at Darkage unleashing a hard over head strike. Darkage parried it to the side as he countered back with the Vizior blocking his attack. They both began to trade blows slashing back and forth at one another.

"I will avenge all of the rats that you killed today!" Vowed the Vizior as he came swiped at Darkage with another head strike.

"Since when do you care about your subjects?" Said Darkage parrying it away.

"Since I wanted to rule that's when!" Shouted the Vizior as he aimed at Darkage's head with a side swipe.

"Selfish, just like Noheart." Said Darkage who swiftly ducked underneath the oncoming blade and swung his foot out in a circular motion foot sweeping the Vizior to the ground on his back. "Boy, you seem to be finding the ground alot today." Mocked Darkage as he shot up from his crouching position. "Do you like it down there or something?"

"Ahhhh bnlaloabalmma;;;!"

"Sorry, I didn't understand you!" Shouted Darkage back. The Vizior mumbled something underneath his breath as he got back up to his feet. "You will be defeated Darkage. Whether by me or somebody else here!" The Vizior struck down at Darkage with his saber which Darkage easily parried and swiftly reached out with his nonweaponed hand using the force sending him flying back to the grey cobbled stones on the other side of the room.

"Useless!" Shouted Noheart. "Professor Cold Heart, Antifreeze, and Frostbite, your up next! Worthless Vizior, get back here!." The Vizior murmured underneath his breath as he got back to his feet and walked behind Noheart. All three of the ice like bodies approached the battle ground.

"We will not fail you Noheart!" Said Coldheart who drew out his iced blue saber. Auntiefreeze and Frostbite did the same. "Surround him!"

"I'll help you Darkage!" Stated Trueheart as she ran to his side.

"Be careful you two!" Shouted Wishbear. Darkage and Trueheart now had there backs against the cage while Antifreeze was to Darkage's left, Frostbite to his right,while the Professor stood directly in front of him.

"Stay out of this Trueheart," Instructed Darkage. "This isn't your fight!"

"No! Let me help you!" She said looking up at him determined to help. But before Darkage could respond to her...

"Attack!" Shouted Professor Coldheart. Darkage ran towards Frostbite, embedded his foot into him and sent him flying back until he collided with the hard stoned wall stunning him. Auntiefreeze and Coldheart both attacked Darkage at the same time swiping downwards while Darkage countered lifting up his saber blocking both of them. Coldheart and Antifreeze immediately withdrew there sabers getting set to attack again. Darkage quickly retreated to the middle of the room before they could both strike again now standing inbetween them with Noheart and the rest of his army behind him. "Looks like he's scared Antifreeze!" Said Coldheart.

"We have him now honey!" Said Antifreeze in her southern hick accent. Darkage now had more room to work with in a countering position to strike back quickly. This time, Antifreeze was the first to attempt a strike at Darkage who swung low at his legs but he quickly jumped above her saber. Coldheart joined in and slashed with a overhead strike to Darkage's chest but was blocked with Darkage's saber as he touched down. Antifreeze swung again at Darkage going for his head with a side swipe. Darkage pushed off of Coldheart's blade and blocked the attempted blow by Antifreeze. Coldheart also slashed at Darkage's head from his right, but Darkage parried his blade pushing off of Auntiefreeze's and swiftly executed a full circle with his duo blade readjusting his defensive position parrying Coldheart's saber away. He then turned and stepped in towards Auntiefreeze with his left foot and drove his right knee hard into her stomach as she now touched down to the floor clutching her stomach in pain. Darkage then turned and faced Coldheart, paused for a quick moment, then jumped and turned his body in a circular motion executing a roundhouse kick striking Coldheart hard in the face. Darkage now landed on both feet. He then turned and thrusted both hands forward using the force against Antifreeze sending her head first against the wall.

"Did anybody get the number to that truck?" She said before she conked out.

"Antifreeze!" Shouted Coldheart.

"No one does that to my Auntie," Shouted a voice that came behind Darkage. Darkage turned around only to discover a leaping Frostbite who jumped landing around the back of his neck while wrapping his legs around Darkage's throat. "Now I've got you!"

"You better hold on tight because if I get a hold of you, I am going to grab you by the throat and slam you to the ground!" Said Darkage who was now moving in all random directions trying to get a hold of Frostbite while dropping his saber.

"Now's your chance boss!" Shouted Frostbite.

"Deep freeze," Cried Professor Cold Heart who's hands cupped together in a similar fashion like Darkage's did when he did his death blade. The blue energy came forth at them.

"Oh, $?!!" Shouted Darkage turning his back to the blast.

"No!" Shouted Frostbite as the blue energy hit him .

"Nooo. Frostbite!" Darkage grabbed the newly frozen object from behind his neck. He then grabbed onto his throat with his right hand, thrusted Frostbites body up six feet into the air and slammed his back into the ground shattering the ice around his frozen body. Now it was Frostbite who struggled to get free of Darkage's grip as his face turned blue from Darkage choking him.

"I always keep my word!" Said Darkage looking down on the helpless body who now writhed and kicked in his grip.

"Let him go!" Stammered Coldheart as he stepped towards Darkage.

"You want him? Here you go!" He shouted as he picked Frostbite up and threw him right at Coldheart's stomack which sent him crashing backwards with Frostbite until they hit the ground together. "Now its just me and you!" Said Darkage looking down upon Coldheart who now sat on on the ground. Darkage looked for his saber while Coldheart struggled to his feet knowing he had to find his saber so that he wouldn't be caught without his weapon against the armed Coldheart. Darkage located his saber, reached out with his right hand summoning it to his hand using the force.

"Fast freeze!" Shouted Coldheart who now blasted with one out stretched hand instead of using both. The saber now was in Darkage's hand but unfortunately the blast of blue energy hit his right hand freezing it along with the saber in it. "Now I've got you!" Shouted Coldheart in triumph as he stood up to his feet and reactivated his saber.

"No. Darkage!" Shouted Trueheart with concern as she ran towards him.

"Stay right where you are Trueheart!" Warned Darkage as she stopped mid way there.

"But your hand, its frozen!" She protested with concern.

"I'll be fine. Just don't come any closer." He instructed.

"But your hand!" She protested again.

"If you try and help me you'll only get in the way!" Explained Darkage as he then turned his attention back to the Professor.

"Pay attention Coldheart!" Shouted Noheart. "Now's your chance to get him!"

"No worries Noheart! He's mine," Claimed Coldheart arrogantly. "Now that your saber is frozen, there is no way that you can beat me without your saber!" Gloated Coldheart as he walked towards him.

"Oh contrair modfrair," Said Darkage with his face smirking at Coldheart. "Come and get me if you think you've won!" He challenged.

"I will destroy you," Proclaimed Coldheart. Darkage stretched out his unfrozen left hand and took his index finger waving it tauntingly back and forth at the Professor. "ARG!" Said Coldheart charging in at Darkage. "Victory is mine!" Coldheart struck at Darkage's head with a diagnol over head swipe, Darkage ducked avoiding the hit and lifted his frozen hand with his momentum coming back up striking the Professor with a uppercut with the frozen right hand on the Professor's exposed chin which slightly chipped the solid ice across his hand. Coldheart fell down to both knees grasping his jaw with both hands. Looking up at Darkage. "You'll pa..pa..pay for this!" He said as he looked up at Darkage still clutching his throat in pain.

"Sorry, but I think it'll be you who will be picking up the tab this time!" Responded Darkage as he lifted his frozen hand abov his head.

"Why you smart bas...! Noooooo." Coldheart said as Darkage's frozen hand came crashing down smashing against the Professor's forehead shattering the ice around freeing his once frozen hand. The Professor now had a deep gash in his forehead with red blood gushing out of it. Coldheart's body fell down to his right side and now lay unconscious upon the stoned floor with blood still escaping from his wound. Darkage's hand was now cut wide open on the knuckle of his pinky finger which now bled with enough blood to drip down tp the cavern floor. The carebears looked at this in horror.

"Darkage!" Shouted Trueheart. "You must stop this senseless fighting!"

"I will only stop after I have avenged my parent's deaths!" Shouted Darkage. "Who else wants to fight me?" He said as he turned and faced Noheart with adrenalin rushing through his blood stream filling his vains.

"Please, stop all of this fighting! We want to help you!" Shouted Wishbear as all the other carebears shook there heads all in agreement.

"There is nothing you can do to help me," Shouted Darkage. "I can only help myself!"

"Now you give me no choice," Shouted Noheart. "Leaders of the villains alliance, single file!" All of the remaining leaders of the dark alliance gathered as Noheart had commanded which included Shreeky, the wizard from wonderland, Sour Sam, and Dr. Fright. "It is over for you Carebears! Although I might not be able to defeat you Darkage on my own," Noheart Acknowledged. "But I will destroy the carebears if its the last freakin thing I do! With all of the evil force energy gathered around me," He said while he lifted his arms up above his shoulders with all of his minions following his lead. "I command your power to be gathered!" Commanded Noheart. Everyone of the villains lifted there hands to the sky. Energy was now being stored in front of them. Darkage put his saber away and now stood in front of the carebears cage.

"Cowards! Fight me! Not these defenseless carebears!" Shouted Darkage.

"Darkage?" Stood Trueheart in amazement who now stood by his side. "Are you going to help us?"

"I already failed to save my parents, I am not going to let any more innocent people die! Especially since I falsely accused you and imprisoned the entire carebear family." Darkage confessed with resignation and guilt.

"Darkage." Said Trueheart touched by this.

"Kashiko-----!" Shouted Darkage. He also was storing energy. After a few moments of this...

"Fire!" Said Noheart as he dropped his hands in front of him with everyone from the villains alliance doing the same. A wave of black rounded linear energy came racing out towards Darkage.

"---kayha!" Shouted Darkage. Darkage unleashed a blast of red energy that came out of Darkage's two cupped hands as he thrusted them forward. The two powerful energy beams collided together right in the center of the room clashing evenly while the carebears cheered for Darkage watching this great spectacle.

"Carebears countdown, 4, 3, 2, 1, stare!" Shouted Trueheart bear joining Darkage by his side.

"You can do it Darkage!" Shouted Wishbear.

"We believen you!" Said Nobleheart Horse. Darkage held his ground. then uh-oh, the black energy beam began gaining momentum cutting right into Darkage's red beam coming dreadfully closer towards him and Trueheart. This continued to happen until the black energy beam pushed just inches away from Darkage's hands. Darkage fell down to both knees overwhelmed by the power of the blast.

"Darkage what's going on?" Said Trueheart Bear.

"I'm slipping and losing power!" Said Darkage with sweat now coming down his brow stinging into his eyes. "I don't know how much longer I can hold it."

"Don't give up Darkage!" Shouted Trueheart.

"Believe me. I'm doing all that I can Trueheart!" Shouted Darkage.

"Wishbear, can't you make a wish on Darkage to have his energy restored?" Asked Trueheart.

"Yes, but I sent twinkers away to visit with the great Wishing Star." Wishbear said with regret.

"Can't you wish him here?" Asked Nobleheart.

"Yes. But remember our last predicament we got ourselves in?" She said remembering how her Wishing almost doomed all of Carelot.

"Yes, but this is an absolute emergency," Shouted Funshine. "If Darkage doesn't hold out, we won't be alive to make another wish! We need Twinkers here now!"

"Okay. I'll try to wish him here," Wishbear closed her eyes tightly and began concentrating. "Oh Twinkers, wherever you are, I wish you were here." Everyone looked around for twinkers including Wish bear. He was nowhere to be found.

"Were doomed!" Said Grumpy Bear lowering his head in defeat.

"Don't loose hope Grumpy," Said Wishbear. "Twinkers is our only hope now!" "AHHHHH!" Screamed Darkage in agony as the beam of black energy made slight contact with his hands . Grumpy began to whimper. Then bam, a bright light shimmered from behind the carebears cage.

"What was that?" Said Grumpy bear as the carebears turned and looked at the bright light until it disappeared after a few brief seconds.

"Ahee. Aha." Said a happy squeeling voice.

"Twinkers," Shouted Wishbear as she saw a streak of yellow fly by the cage. "He made it!"

"Alright, now we can even the score!" Shouted Tenderheart Bear. "Wishbear, wish for Darkage's energy to be restored."

"I'll do better than that." Said Wishbear. 'I'll wish for,"

"AHHHHH, I can't hold it much longer!" Shouted Darkage as the black energy was now burning against his hands.

"Wishbear, make your wish before its too late!" Shouted Nobleheart Horse.

"Hurry Wish bear!" Pleaded Grumpy bear with his paws cupped together .

"Righto Grumpy Bear. I wish, that Joaquin's energy would be restored to him!" Wishbear cried.

"Ahee, ahooo." Shouted the happy little star. It circled around Darkage then went up into the air. After Twinkers finished spinning, Darkage still stood on both knees.

"It didn't work!" Said Grumpy Bear.

"I don't understand!" Said Wishbear. "Why didn't it work?"

"Maybe because Darkage doesn't know that his energy has been restored!" Said Trueheart. "Darkage, your energy has been restored!"

"Ahhhhhh!" Shouted Darkage. "Looks like this is the end carebears!"

"No Darkage!" Said Trueheart. "If you don't believe us, believe for your parent's! Do you want Noheart to win?"

"Shut up carebear!" Trueheart turned to the source. It was Shreeky who shot a blast from her mirror at Trueheart knocking her into the cage.

"Trueheart!" Shouted Darkage.

"Now for you Darkage," Shouted Shreeky. "Now its time for you to join your parents!" She lifted her mirror and blasted Darkage on his head.

"Never!!!" Screamed Darkage. Darkage lifted his right leg and planted his right foot firmly to the ground.

"That's it Darkage! You just have to believe in yourself!" Shouted Redemptionheart bear. Darkage leaned some of his body weight on his right foot and began to lift his left leg in the same manner.

"I will not be defeated!" Shouted Darkage as he continued to get up slowly gritting his teeth together.

"He's up!" Shouted Grumpy Bear.

"And you thought we were doomed." Said Wishbear smiling poking Grumpy playfully in his ribs with her elbow.

"We are not in the clear yet!" Shouted Tenderheart bear. Now Darkage was on both feet.

"This is for my parents," Shouted Darkage. "Kashikokayha!" Darkage spread both arms apart about six inches while holding back the evil black energy from Noheart and increased the energy output from both hands then slapped them together to combine for a bigger energy blast than before. "Ahhhhhhhhh!" Shouted Darkage. Now the increased energy output was now progressively pushing back the black energy towards Noheart and company.

"Darkage is regaining momentum," Shouted Noheart. It now stood even with both blasts clashing in the middle of the room. "No, its our day of victory Darkage!"

"So long as I'm alive, victory will never be yours," Shouted Darkage. Now it was the evil alliance that now was in trouble with there power diminishing. "Look out!" All of the bad guy's scattered just before the huge explosion took place. Smoke and debris were everywhere. When it finally all cleared, Darkage stood panting in fatigue leaning on his knees with his hands while all of the evil alliance including Shreeky were all draped on the floor. Noheart was the first to his feet and stood facing Darkage.

"Well done my former apprentice. You have not failed my expectations," Said Noheart actually sounding impressed. "You've stood against all of our attacks. But you won't be able to defeat our combined army!"

"You know what Noheart, you're right," Admitted Darkage. "But I don't intend on winning this battle all by myself."

"You have no one to help you," Said Noheart. "You and the carebears are doomed and you will fail to avenge your parent's death's!"

"Not if I release the carebears to even up the odds you won't!" Darkage contested smugly.

"You wouldn't." Said Noheart sounding a little nervous. "If you set them free, you do realize that you will also be destroyed!"

"Even if they do destroy me," Responded Darkage. "Better that than you and your minions taking over and ruling all of the earth turning it into a place where no one will care about one another!"

"Darkage, we are your only family. You belong with us! My offer still stands. Rejoin the villians alliance and fulfill the dark prophecy!" Proposed Noheart. Darkage now regained his normal breathing pattern.

"Don't listen to him and his manipulating lies!" Said Nobleheart Horse.

"He only wants to use you for his own selfish purposes," Shouted Wishbear. "The villains alliance are not your friends!"

"I know all about his treacherous ways Wishbear," Said Darkage now turning to face her. "Although I am still on the darkside of the force, I would never rejoin the evil alliance because I realize the kind of world they could create!"

"Does that mean you'll release the rest of the carebears?" Said Trueheart looking hopeful who had just recovered from Shreeky's attack.

"Yes, but under one condition." Said Darkage.

"What condition?" Asked Nobleheart cautiously gauging Darkage.

"We form an alliance together to stop the villians alliance once and for all." Said Darkage.

"How do we know you won't try and turn on us?" Inquired Nobleheart Horse.

"I have no such desire to harm you or your family anymore now that I know you guy's are not the ones responsible for my parents deaths." Answered Darkage calmly.

"Traitor!" Shouted Noheart. "Evil alliance, concentrate and destroy Darkage! Will take care of the carebears later." Noheart turned into a tornado and took the form of a ram.

"After the battle is over, I will surrender to you and you can do whatever you think is best." Said Darkage in resignation.

"Do you promise?" Asked Nobleheart horse.

"You have my word." Said Darkage looking directly at the horse's eyes with a straight face.

"Attack!" Shouted Noheart who came charging at Darkage who just avoided the horns by swaying to his left with his body.

"Now do we have a alliance?" Asked Darkage.

"Agreed!" Said Trueheart who had just recovered from Shreeky's attack.

"Not so fast!" Shouted Noheart as he came charging back towards Darkage.

"Sorry Noheart. But I don't have time to play today." Said Darkage with a rhy smile on his face sidestepping Noheart once again. "Time for me to set the carebears free."

"Idiot," Shouted Noheart. "We will all perish if you set them free!" Darkage reactivated his saber.

"Stand back carebears!" Darkage stabbed at the lock but his mighty saber was quickly effected back. "What? This should have cut through this like butter!" Said Darkage frustrated as he continuosly tried stabbing at the cage lock.

"Darkage look out!" Shouted Wishbear. Darkage turned his head just before Noheart stuck Darkage on his side lifting him up off of the ground till he was thrown violently down to the ground loosing his grip on his saber as it fell and bounced in the middle of the room.

"Did you think that I wouldn't have a back up plan handy," Sneered Noheart now standing over Darkage who now sat up. "All this time I only made you think you were in control because I wanted revenge on the carebears and you were the only one I knew who could do this. I also knew that you would betray me someday! I saw it in a vision using the dark side of the force! But you will prove to be no match for me or the villians alliance!"

"Ahhhh!" Shouted Darkage as he thrusted his hands back then forward using the force with all his might and sent Noheart flying. Thump. Noheart crashed hard with his back refracting off of the cage before landing violently to the ground. Darkage stood up clutching onto the painful wound with his right hand which was now covered in blood.

"Darkage," Shouted Wishbear. "You must free Aqua bear from the state of uncaring that you put him in."

"I have to free all of you." Said Darkage.

"Yes," Said Wishbear. "But you must free Aqua bear first. He can remove the magical barrier that protects this cage!"


	12. Chapter 12

Chapter 12 A New Alliance?

"As you wish." Darkage submitting to Wishbear's request. He then turned his attention back to the caring guardians with his hands raised above his shoulders.

"Stop!" Shouted Noheart.

"Oh spirit of the light! Undo the dark spirit's spell and restore the love, caring and feelings!" Everyone turned away as a bright light flashed in the room taking them all by surprise. A bright light now covered the whole entire chamber. When the light cleared, Aqua bear's, and Lonesomeheart's bodies were now there pristine colors that they once had been. Aqua bear and Lonesomeheart bear both sat up and moved there paws to there head rubbing both of there eyes as if they had been awakened from a deep slumber.

"Where am I?" Asked Aqua bear. He removed his hands from his eyes and squinted his eyes to see where he was. As his vision cleared, he saw Noheart by the cage. "Noheart!" He reached for his saber and prepared to fight Noheart. Lonesomeheart bear did the same as she came to her senses also.

"Aqua Bear," Shouted Darkage. Aqua bear turned and faced Darkage who stood in the middle of the room without his saber. "You must use your magic!"

"Darkage!" Aqua said with rage raising his saber at Darkage. "You will not destroy the carebear family!" He swiped at Darkage who did not have his saber out and barely stepped away from the bear's mid swipe.

"Stop it Aqua bear!" Said Wishbear. The marine bear turned his head towards the cage but still gauged Darkage with his peripheral vision.

"Why should I stop?" Asked Aqua bear.

"Because Darkage is on our side now." Replied Wishbear smiling proudly.

"What?" Said Aqua bear shocked. "But the darkside still resides in him!"

"Maybe so, but he agreed to a temporary alliance with us." Explained Nobleheart horse. "You must work with him in order to set us free!" He said placing his paws around one of the bars of the cage.

"You will not win carebears," Shouted Noheart. "Surround them!" Dr. Fright, Shreeky, Beastly, the wizard of wonderland, the Vizior, and Sour Sam surrounded Darkage, Lonesomeheart bear, and Aqua bear in the middle of the room. The two caring guardians along with Darkage faced there backs to one another. "Activate sabers!" Commanded Noheart. They all activated there sabers except for Noheart who remained as a ram. "Mohahahahaha!" Laughed Noheart. "Prepare to meet your doom!" Noheart charged in right at Lonesomeheart causing bear causing three of them to split up. As they split up, Sour Sam and Dr. Fright engaged with Aqua Bear, while Darkage engaged the Vizior and the wizard of wonderland. Darkage hopped, ducked, and swayed avoiding the oncoming attacks from the sabers vigoriously swiping at him. However, Aqua bear made quick work of his two opponents sending them away using the heart conking there heads together. Lonesomeheart also made quick work of Beastly and Shreeky disarming them. They both ran out of the room for there lives.

"Aqua bear," Shouted Darkage. "You must use your magic to bring down the shield around the carebear's cage so I can set them free!" Darkage said while continiously avoiding saber attacks.

"You're severely wounded and still bleeding. Let me help you!" Replied Aqua bear with a shout.

"Don't worry about me," Darkage said firmly. "Focus on removing the barrier!" Demanded Darkage. With that, Aqua bear raised both his paws into the air stretching out both index fingers which now glowed a bright white.

"I can remove the shield but its going to take some time!" Aqua said looking back to Darkage seeing him masterfully avoid his oncoming attackers.

"Make it quick," Shouted Darkage ducking underneath one of the sabers. "I don't know how much time I can give you!"

"You mean what we can give you!" Shouted Lonesomeheart Bear who now was aiding Darkage by swiping at the Vizior with a side swipe.

"Stay out of this," Shouted the Vizior as he parried Lonesomeheart's saber. "Why do you help the one who helped enslaved you?" He said while striking down on Lonesomeheart with a over head strike.

"Although the Darkside still resides in him," Answered Lonesomeheart Bear holding her position after blocking the Vizior. "The caring guardians help anyone in need. Including our enemies if need be!" Lonesomeheart Bear now stood between Darkage and the Vizior while the wizard of wonderland came to the Viziers aid. Darkage began looking around for his saber. The glow from Aqua bear's hands now began to glow brighter sending white lightning towards the cage which began tearing away at the shield.

"Look out Aqua bear!" Shouted Wishbear. Aqua bear turned his head to his right and saw Noheart coming right after him. Aqua knew it was too late to get out of the way. However, Darkage cupped his hands together behind his back and shouted as his hands began to glow a dark red,

"Kashikokayha!" He shouted unleashing a wave of red beam energy which crashed into Noheart sending him crashing into the stoned darkened wall. Darkage quickly raised his hands and chanted a few words. "Oh dark spirit of the night, stun, make dizzy, and confuse this sorcerer of evil!" Then a black cloud of energy formed above his head into the size of a rounded ball above his head which was the equivalent size of a big medicine ball. "Ha!" Darkage shouted as he thrusted his hands forward in front of him sending the ball of black energy to Noheart. Noheart widened his eyes just before he became engulfed by it.

"Oh $&*!" He shouted as his voice became muffled inside the cloud. When it dissipated, Noheart had stars going around his head. He tried to get up, but every time he tried he fell out of dizziness back to the ground.

"That won't hold him for long," Stated Darkage. "Remove the barrier!"

"You know you could try asking instead of demanding." Said Aqua bear pointedly looking at the dark sage.

"Now is not the time for lowly manners," Replied Darkage. "Remove the barrier at once!" Aqua bear who is usually not bothered by very much was getting very upset at Darkage's bossiness.

"You'll pay for this!" Said the Vizior who just got back up along with Dr. Fright. They both charged towards Aqua bear. Darkage located his saber lying on the ground and summoned it to his hand. But before Darkage could do or say anything, Lonesomeheart bear immediately jumped between Aqua bear and the two oncoming attackers.

"If you want to stop us, you'll have to get through me first!" Lonesomeheart bear challenged bravely.

"With pleasure!" Said Dr. Fright as he drew his saber waving it threateningly at Lonesomeheart bear along with the Vizior. Darkage groaned in pain as he began holding onto his wound which still bled. Both the Vizior and Dr. Fright both attacked Lonesomeheart bear. Crack!

"Aqua bear hurry," Shouted Wish bear. "Noheart's beginning to recover!" Aqua bear took a look and sure enough Noheart was now slowly rising to his feet less wobbly this time. 'I don't have much time.' Thought Aqua bear as he continued to work taking down the shield. Thump. Lonesomeheart Bear fell to the ground on her back.

"Now for you dolphin boy!" Shouted the Vizior as he charged in towards Aqua bear.

"Hold it right there!" Shouted Darkage who now stood between the guardian and the Vizior.

"Get out of the way!" Demanded the Vizior.

"Make me ametuer!" Darkage activated his saber and attacked the Vizior with a side swipe at his midsection. The Vizior swayed away avoiding the saber attack, and reached out with a out stretched hand using his choke hold using the force on Darkage causing him to drop his saber to the ground.

"You are finished," Said the Vizior. "Now its time for my vengeance!"

"Ahhhh!" Shouted Darkage grasping his throat in pain.

"Its time for you to die!" Mocked the Vizior as he tightened his grip.

"Let him go!" Shouted Lonesomeheart bear who ran at the Vizior. Dr. Fright however, qiockly ran in front of the caring guardian, lifted his foot and kicked Lonesomeheart bear in the face stopping her dead in her tracks.

"Shut up caring guardian," Said Dr. Fright then turned and faced Aqua bear. "Time for you to die dolphin boy!" He declared to Aqua bear. Dr. Fright reached out with his right hand and used the choke hold. Aqua bear however kept his focus on the shield despite being choked which made it much harder for him to breath.

"There!" Said Aqua bear who's hands stopped glowing who was now uplifted off of the ground. Noheart managed to finally countered the spell by transforming to his usual self knocking off the effect of the spell.

"Well well," Said Noheart who took a quick glance at the situation. "Looks like I've already won!"

"Not yet!" Shouted Wishbear.

"Darkage, you must let go of your hate to be healed!" Shouted Wishbear. "When I made a wish for you to completely be healed, it was for Joaquin! Not Darkage." Darkage could not respond as he continued to be choked.

"Let Darkage go!" Demanded Lonesomeheart bear who now stood up bleeding from the heart on her muzzle.

"Never." Responded the Vizior. "It won't be long now before he dies!"

"Carebear stare!" Shouted the caring guardian. The stare came fast and hard knocking the Vizior off balance freeing up Darkage from his grip.

"Way to go Lonesomeheart Bear!" Commended Wish bear.

"You'll pay for that!" Said Dr. Fright who now began attacking Lonesomeheart bear with his saber. Lonesomeheart immediately blocked one attack after the other. Darkage now stood up gasping for air.

"Darkage, Wishbear is right. You must let go of your hate!" Said Lonesomeheart Bear.

"How could I ever forgive Noheart for what he has done," Said Darkage. "My anger is all that I have to make me strong."

"If you remain on the dark side, we can't help you." Responded Lonesomeheart bear while avoiding Dr. Fright's oncoming continuous attacks. "You must find it within yourself to let go of your hate!"

"You will die soon enough," Shouted the Vizior as he got up angrily reactivating his red single saber. "Now die Darkage!" The Vizior swiped with an overhead strike but Darkage took hold of the Vizior's wrist which held the saber with both of them pushing back against one another struggling for control. "Let go!" Demanded the Vizior in frustration. Darkage using his anger forced the blade slowly backwards towards the Vizior's chest. "Stop that!" The Vizior kneed Darkage in the stomach at the last possible second before the saber could cut into his chest causing Darkage to lose his grip. Then Darkage was sent away as the Vizior used the force to push him back with an outstretched arm. "As you can see, I am more powerful than you are!" The Vizior blasted at Darkage with a overhead beam that came from his right hand which struck Darkage in the chest continiously while he lay on the ground.

"Darkage," Shouted Lonesomeheart Bear. "Hang on, I'm coming!" Lonesomeheart Bear looked around to see what she could use. "I got it!" She said out loud as she purposefully locked swords with Dr. Fright, turned him around with his back facing the Vizior and with a great heave she pushed him back sio forcefully that it sent him flying towards the Vizior knocking him over freeing up Darkage for a second time. Lonesomeheart ran to Darkage where he now lay. "Are you alright?" Said Lonesomeheart bear concerned placing her paw on his shoulder.

"I can't believe how weak and light headed I feel." Complained Darkage.

"Let me help you up," As Lonesomeheart bear helped him to his feet, Noheart blasted Lonesomeheart bear with his purple lightning. "AHHHHH!"

"Lonesomeheart bear!" Shouted Darkage as he saw the caring guardian get zapped with continuous purple lightning.

"You must let go of your hate Darkage if you are to help us! If not for us, then do it for your parents!" Instructed Lonesomeheart bear before she was blasted with more of Noheart's purple lightning before she finally lost all consciousness.

"Noheart, you'll pay for that!" Shouted Darkage gritting his teeth together.

"Yes," Said Noheart. "Let the hate flow through you. You can never escape the power of the darkside. Its in your blood to hate and not care!" Darkage looked at the red amulet that hung from his chest. "Now rejoin me and fulfill the dark prophecy!"

"You want me to hate you so that I can remain on the darkside don't you?" Said Darkage calmly.

"It is your destiny, as I have always said!" Stated Noheart arrogantly.

"Not anymore!" Said Darkage as he clutched and pulled the red amulet from his chest and threw it against the wall and shattered it. Then Darkage faced Aqua bear's adversary who still had his death grip on the marine colored magical bear. "Ha!" Darkage put both his hands together and unleashed a small red beam of energy balls towards Sour Sam. Sour Sam got hit on his left side and was sent crashing up against the wall rendering him unconscious.

"What are you doing?" Said Noheart in shock.

"What I should have done a long time ago," Responded Darkage. "Break away from you and the darkside! I don't want anything to do with it anymore!" He shouted determination.

"No, comeback," Said Noheart. "Rekindle your hate!" Darkage turned towards Noheart and now stood face to face.

"Noheart, I forgive you for what you did to my parents," The carebears cheered as they began to see Darkage's change of tone. "Killing you will not bring back my parents. Now they wait for me!"

"So be it," Said Noheart. "Join them you shall!" With that Noheart shot purple lightning at Darkage with both hands stretched out causing Darkage to lose his saber. Noheart shot right at Darkage's defenseless chest.

"AhHHHHHHAA!" Screamed Darkage as his body was lifted up from the ground.

"Now you shall perish for betraying me!" Said Noheart as he continuously blasted at the weakened Darkage.

"Forgive me carebears," Said Darkage meekly. "I have failed you." He whispered before he fell into oblivion. Then all of the carebears watched in disbelief as his body fell onto the hard stoned floor of the castle.

"NOOOOOO!" Shouted Wishbear who watched helplessly from the cage.

"You'll regret that Noheart!" Shouted Aqua bear who now engaged Noheart in a magical duel of lightning. As they exchanged magical hits of lightning, Darkage's lifeless body was now uplifted from the ground as if being lifted up with some kind of magical force. Then a bright light engulfed the room stopping all activity in the room as everyone turned away and hid their eyes from the light which emanated from Darkage's body. When the light finally dimmed, everyone opened their eyes and turned and saw that Darkage's body was neatly placed on the ground as if somebody had laid him there with great care on the cold grey lonely colored stones.

"What's this," Shouted Noheart. Darkage's eyes opened up as He slowly climbed to his feet. "This can't be! I killed you!" Said Noheart in shock. "There's no way you could have survived that!"

"You almost did," Confessed Darkage. "But thanks to Wishbear's wish, I have risen!" Darkage summoned his sabe without looking to see where it and walked over to the carebears cage.

"Don't even think about it!" Said Noheart narrowing his eyes at Darkage with a warning.

"After eleven years of being in your service, you lied to me. Deceived me. Also cheated me out of a good portion of my life," Accused Darkage who now activated his duo red saber. "But not anymore!" Darkage pulled his saber back behind him. "Stand back carebears so that I can set you free!" The bears that were nea the lock backed away as Darkage thrusted his saber forward aimed directly at the locking mechanism.

"No," Said Noheart who blasted random lightning bolts at Darkage. Despite Darkage taking one blast after another which slowed his momentun down, against all odds he still managed to take his saber and stabbed through the lock which melted away instantly. "Stop it!" Shouted Noheart angrily. Darkage quickly blocked the lightning until Nohearts attack dissipated away. Darkage quickly opened the caged door with his nonweaponed hand.

"Carebears, you are now free to go!" Said Darkage with a smile. All the carebears ran outside the cage while Wishbear stood in front of Darkage.

"Are you okay?" Said Wishbear putting her paw gently over the hand which had been wounded.

"Good as new!" Replied Darkage as Wishbear now confirmed that his hand was now completely healed by looking his hand over herself. "Now let's finish the job shall we?" Said Darkage with a smile. The carebears lined up in there care bear stare formation.

"Count downdirection, 4, 3, 2, 1, Stare!" Shouted all of the bears as they all stared in Noheart's direction hitting him squarely in the chest.

"You cannot stop me," Said Noheart defiantly. The carebear stare just came right back at them.

"What happened," Said Trueheart Bear. "Has Noheart come up with a way to block our stare like Darkage has?"

"No." Answered Darkage. "He has that red amulet that makes him immune from all of your stares."

"Well, we could stare at the other bad guys." Said Nobleheart Horse turning and facing the Vizior with a menacing look on his face.

"It won't work!" Shouted Darkage.

"What?" Said Nobleheart.

"Just like Noheart they are also immune to your stare," Explained Darkage. "They have the stone which blocks your stare."

"So they are all immune just like you are?" Asked Trueheart.

"Not exactly." Replied Darkage. "I was able to resist your stare because I learned to focus my mind against your voices of love and caring inside my mind."

"Huh?" Said Nobleheart.

"In other words," Said Darkage. "I learned to ignore your voices of love and caring by staying in control of my own mind."

"How?" Inquired Wishbear scratching her head looking confused.

"Mind over matter," Responded Darkage. "So if you want to use your stare, you will have to remove the stones from there necks."

"Break apart carebears," Commanded Trueheart. "We must destroy those stones that Darkage is talking about. We must work together if we are to succeed!"

"You will not succeed carebears," Defied Noheart. "You will all be destroyed!" Noheart struck his arms down by his sides and summoned his tornado form taking the form of a bull.

"Carebears, we must hurry before more help arrives," Shouted Darkage. Noheart charged towards the center of the carebears that stood together. The carebears scattered in random directions.

"Leave them alone Noheart," Shouted Darkage. "I'm the one you want!" He said pointing to himself. Noheart turned around and now faced Darkage.

"Fine, you shall be the first to perish!" Noheart came charging straight in at Darkage. Darkage jumped and landed on Noheart's back throwing both arms around Noheart's throat as they went crashing threw a wall into another room.

Meanwhile, in other action, Sour Sam, and Dr. Fright were now attacking the two caring guardians Aqua and Lonesomeheart bear in one on one battles. The Vizior began sending random attacks around the room firing white blasts that came out of his hands at random carebears.

"Now I've got you!" Shouted the Vizior as he hit Tenderheart bear in the chest. "Now its time to get my revenge on you for foiling my plans over Toyland."

"Stare!" The Vizior turned just in time to receive Funshine's stare against his chest which had no effect on the Vizior.

"You," Said the Vizior angrily as he recognized his old enemy. He sent a blast right at Funshine but she dodged it diving to her left. The Vizior fired again knocking Funshine to the ground. The Vizior reactivated his saber as he came running towards Funshine. "I should have finished you off when I had the chance!" He lifted up his red saber above his head and struck down. But before he could finish his death strike, Swiftheart rabbit came crashing right into the Vizior. "Huh? No!" The Vizior now layed on the ground groaning in agony.

"Take that villain," Said Swifthear rabbit now standing atop his chest. "Oh I'll take this while I'm at it!" Said the light blue bunny as she ripped the stone away from the Viziers chain hopping away from him and landed by Funshine bear.

"Give me that back!" Shouted the evil Vizior as he got back up to his feet.

"Oh this? Catch Funshine!" The rabbit threw the stone over to Funshine bear. The Vizior blasted Swiftheart with a swift energy blast sending the rabbit crashing into the wall.

"Give me that or the same will happen to you," Threatened the Vizior. Funshine bear threw her hand back that had the stone and faced the floor. "No stop!"

"I don't think you'll be needing this anymore," Funshine turned towards the wall and threw it against it. "Ooopsy!" Said Funshine bear laughing having fun at the Vizier's expense as the stone now broke into pieces.

"You'll pay for that!" Shouted the Vizior as he raised his hand to blast Funshine bear.

"Stare," The stare hit the Vizior in the back which sent him crashing forward into the wall. His body fell backwards leaving an indention inside the wall. "One down, and who knows how many more to go!" Joked Funshine bear laughing to herself as she now went to help the rest of her friends.

Goodluck bear now was facing the evil Wizard from Wonderland.

"You shall now die for thwarting my plans in Wonderland," He said with his saber drawn. Goodluck looked for a place to run. "Oh no you don't!" The Wizard said as he now had the green bear trapped in a corner of the room. "It seems your luck has now run out!" Mocked the evil Wizard as he lifted up his saber to strike. He was immediately ganged up on by several carebears and cousins as they ran into him but he still managed to stand on both feet wobbling.

"It seems my luck is still holding out," Said Goodluck bear. "And it looks like yours has run out!"

"Fools," Said the former wizard of Wonderland. He sent a blast of energy out eminating from his body with such force that it knocked all of the carebears backwards. "You are no match against the power of the darkside!"

"Yohoo," Said a pink bear. "Aren't you missing something?"

"Nonsense! I have all the power that I need!"

"Even enough to resist a carebear stare?" Said Cheerbear bear with a smirk on her face.

"What," The Wizard put his nonweapened hand over his chest. "This can't be! Where is my stone?"

"Is this what your looking for?" Said Cheer Bear as she opened her paw showing him the stone.

"Oh oh!" Said the Wizard in fear. "Wait, let's talk about this!"

"Stare!" Said Cheer bear sending a white energy beam out sending the Wizard backwards crashing to where the Vizior now laid.

"Alright!" Said Goodluck bear as he gave Cheer a high five.

In other action, Sour Sam has now locked swords with Lonesomeheart bear.

"Time for you too die," Said Sour Sam. "Of course that will be after you have had one of my crabby apple pies!"

"oh, I don't think so," Said Lonesomeheart as she broke the sword lock and was now in a defensive stance. "Besides, I highly doudt there as delicious as Grams bear's happy apple pies!"

"Shut up! You'll eat my pies whether you like them or not," He said as he swiped with an overhead strike. Lonesomeheart bear stepped to her left side avoiding his saber as it hit the ground. She quickly countered with jumping in the air and kicking the piemen on his stomach knocking him backwards. "Owww!" Agonized the piemen holding his stomach in pain.

"Now take that," Shouted Lonesomeheart bear as she reached out with her hand ripping the stone away from his neck collecting it into her hand. "Now eat this!" Shouted the caring guardian as she used her stare sending the piemen into the Vizior and the Wizard as they attempted to get back up. But they were all knocked down again. "Strike!" Shouted Lonesomeheart bear with a smile who now went to help Aqua bear who was trapped in a corner by Dr. Fright.

"Mohahahaha," Said Dr. Fright. "I can sense much fear in you now that your about to kick the bucket!" Lonesomeheart bear jumped onto Dr. Fright's back covering his eyes with his hands.

"Guess who," Said Lonesomeheart bear. "Brother, grab his stone!" Aqua bear reached for it but missed on his first attempt.

"oh no, I missed it!" Said the marine bear.

"Hurry and try again!" Shouted Lonseome. Aqua bear reached for it and ripped it from the chain.

"Got it!" Said Aqua bear looking pleased with himself. Lonesomeheart bear jumped off of the Vampire and touched down joining Aqua bear.

"No," Said Dr. Fright. "Please, give me that back!" He said with a slight quiver in his voice.

"Now who's afraid?" Mocked Lonesomeheart bear eying down her opponent with a cute menacing smirk on her face. "Time for you to join your friends!" Smiled Lonesomeheart.

"Stare!" Shouted both bears as they knocked Fright into the other bad guys.

"Now with all of the stones removed we can now finish the job," Shouted Trueheart bear. "Carebears family, form up!" All of the carebears gathered in a single line facing there enemies.

"Countdown!"

"4,3 2, 1 Stare!" They all said in one accord including the two caring gaurdians.

"Nooooo," Said all of the bad guys in unison as they now were absorbed into the stare. "I'd rather die than face this!" Said the Vizior who managed to escape the stare jumping through the open window.

"Wait for us!" Shouted Dr. Fright as they all followed the Vizior in the same fashion. All of the carebears jumped up and down with excitement.

"We did it," Shouted Trueheart. "We beat them!"

"We haven't won yet," Shouted Tenderheart bear. "Darkage is still fighting Noheart!" All of the carebear family immediately ran towards the hole in the wall where Darkage and Noheart had exited the room.

"What happened to them?" Asked Wishbear looking around the new room.

"And where did they go," Said Tenderheart bear. "Are they still fighting?"

"Prepare to meet your doom!" Shouted Noheart.

"In your dreams Noheart!" Darkage shouted back.

"There still fighting!"

"Let's go!" Shouted Tenderheart bear. They all took off running. 'I hope he's alright or this all would have been for nothing!' thought Wishbear to herself. 'Don't worry Wishbear!' Said a voice in her head. 'He'll be alright'. Wishbear looked around the room and saw Aqua bear smiling at her reassuring her that Darkage was going to be okay.


	13. Chapter 13

Chapter 13 Justice or mercy?

"I will kill you!" Said Noheart as he attacked Darkage.

"Funny, I should be the one wanting to kill you," Responded Darkage. "For what you did to my parents!" He shouted as he struck hard and true with his double edged saber. "My parents would still be alive if it wasn't for you!" He said with anger in his eyes. They continued to battle one another blocking, pushing, and parrying one another till Noheart blocked a head strike by Darkage and held his former apprentice's saber there.

"You should have seen your parents when they were burned alive! I remember the last thing they said before they died," Noheart grabbed Darkage's weaponed hand by the wrist and crept up closely besides Darkage whispering into his ear. "Your parents cried, 'Joaquin we are sorry. We love you!"

"You -------!," Said Darkage as he broke free himself free of Nohearts grip and swung hard. "You'll pay for this!" Darkage locked swords with Noheart yet again but this time, with Noheart pushing down against Darkage's blade. Darkage swifty heaved Noheart backwards braking up the lock. Noheart responded quickly firing purp[e lightning at Darkage. Darkage easily blocked it with his saber. After a brief moment of this, Darkage expeditiously swung his saber in a side swipe at Noheart's head. Noheart parried it away.

"That's it! Let the hate flow through you!" Noheart instructed.

"Ahhhhh!" Darkage shouted as he gritted his teeth reaching out with a out stretched arm pushing Noheart back with the force to the ground. Darkage dashed and sat on top of Noheart's chest and struck him across the face with his elbow. He followed up with his other arm as well again and again as blood began gushing out from Noheart's cowl.

"Darkage stop it!" Darkage paused and looked up and saw the carebears entering the room. "Beating up on Noheart will not bring back your parents!" Said Trueheart.

"Shut up," Darkage responded. "Don't you think I know that! But its so hard to let it go! He must pay for his crime!"

"Make me pay Darkage," Darkage turned his head to face Noheart with an angry scorn, but was blown away into the air by Noheart taking the form of a tornado. He then took the form of a bull. "If you will not join me, you shall die along with the rest of the carebear family!" Noheart stomped his hoofs charging after Darkage who had now just gotten up to his feet. Darkage dove to his right avoiding Noheart's incoming attack.

"Look out Wishbear!" Wishbear froze in fear and could not move as the bull came at her. Noheart crashed into Wishbear trampling her under his hoofs and kicked her with his right hind foot which sent her flying into a wall.

"Don'st go after her! Come after me!" Shouted Darkage as he prepared for Noheart who had halted on the other side of the room. Noheart turned and fired purple lightning from his horns hitting Darkage squarely on his chest. Darkage dropped to both knees agonizing in pain.

"Mohahahahaha! Now I have you," Said Noheart smiling as he lifted up Darkage using the force thrashing Darkage's body upwards against the roof. Then back down. "You will die for your betrayal to me!" Noheart continued his relentless attack upon Darkage in the same fashion, up against the roof, then back down to the floor, Darkage's body hit again and again.

"We must help him!" Shouted Tenderheart bear.

"There is nothing we can do," Said Nobleheart horse shaking his head from side to side regretfully. "Noheart still has his protective stone."

"Yes we can help him," Shouted Lonesomeheart bear. "We can help him in another way!" She said while she activated her saber.

"Stand back carebear," Shouted Noheart with a warning. "Or your friend will die!" Noheart put his right hinded hoof on Wishbear's throat.

"Your a coward Noheart!" Shouted Aqua bear shaking his fist at Noheart.

"You call me a coward when there's only me against all of you," Replied Noheart. "Pah! I'd say I'd just even up the odds!" The carebears stood helplessly witnessing this sad situation knowing they were powerless to help unless they wished to risk one of there own.

"Stop it Noheart," Shouted Trueheart bear. "Its us that you want! If you let Joaquin go, we will surrender." The cream colored bear declared sadly. "He's suffered enough."

"An interesting proposition," Said Noheart as he continued his onslaught on Darkage. "Lower your sabers caring guardians," The two caring guardians raised there sabers in defiance. "Do it or your friend dies!" The two caring guardians clutched there swords watching Darkage's battered body take blow after blow. "Don't you care about your friend?" The two caring guardians looked at Wishbear under Noheart's hoof and continued to hear the another sickening thud as Darkage hit the roof and cried out in indescribable pain.. "Going once, going twice! The deal is."

"Alright!" Shouted Aqua bear. "Will do it!"

"Aqua bear?" Said Lonesomeheart bear with shock.

"We don't have any other choice Lonesomeheart." Confessed Aqua bear. "Its either we fight Noheart and risk Wish bear in the process, or surrender and let Darkage live. Besides, I think its what Wishbear would have wanted." Lonesomeheart bear conceded and put down her light saber on the ground as well. Noheart slammed Darkage one last time to the ground in which his body landed just in front of Noheart's head.

"Mohahahaha. Now all of you gather together over there in that corner." The carebears with their heads hanging down obeyed. Once they were finally all gathered in the corner, Noheart sent purple lightning right at them. But instead of hurting them, his purple lightning formed into a magical cage like barrier around them. "Now that I have all of you, I think I'll start with this one!"

"You promised you wouldn't hurt her!" Cried Aqua bear.

"I lied," Grinned Noheart. "Now say goodbye!" He lifted up his hoof then paused for a quick second.

"No!" Shouted Trueheart bear. His hoof now came crashing down until all of a sudden his hind leg stopped in mid motion.

"Darkage!" Shouted Trueheart as she watched Darkage grab a hold of Noheart's throat with his right hand.

"You will not hurt anyone anymore!" Shouted Darkage as Noheart was now fighting for breath as he choked from his grip. As Noheart shook his head to get free, Darkage managed to hand on tightening his grip on the bulls neck and picked the dark sorcerer's body up in the air at about four feet, and slammed him squarely into the ground which caused stones from the floor to fly all over the room. Darkage used the force reaching outr with his freed hand to Wishbear sending her to safety placing her down gently next to the lightning cage. Wishbear slowly began to twitch regaining consiousness.

"Are you alright?" Inquired Tenderheart bear.

"Yes," She answered as she sat up in a sitting position rubbing her ears. "What happened?"

"You'll pay for that!" Shouted Noheart choking as he stood up panting for breath with Darkage squeezing. Noheart got to his feet and sent lightning at Darkage from his two horns which caused Darkage to let go of Noheart and raised his hands just in time as he blocked it. "Give it up! You can't win!" Boasted Noheart.

"Not only will I overcome and defeat you," He answered. "I will also rescue the carebear family and deny you any chance at destroying them!" After a few moments, Noheart's lightning attack finally gave out. Darkage formed a purple tennis ball and fired it back at Noheart. It hit Noheart in the face and sent him crashing backwards to the ground. The carebears cheered Darkage on.

"Way to go Darkage," Shouted Trueheart bear. "Our hero!" Darkage smiled in response to Trueheart's vote of confidence. Darkage now took out his saber and activated it.

"Now time to finish the job!" Darkage said aloud. Then he felt the floor move from underneath him. Noheart's body was now completely red instead of purple as he rose to his feet.

"Die," He said as he came charging at Darkage at high velocity. Darkage threw his saber at the bull forcing Noheart to readjust. "Missed me!" He said as he dodged Darkage's saber and regained momentum charging right at his rebellious former apprentice. Darkage remained perfectly still with an outstretched arm. "Now I have you! What! No! Ahhh!" Screamed Noheart as he felt Darkage's saber slice through all of his legs underneath. "Ahhhh!" Darkage caught his saber as it came flying back to him. Darkage walked over Noheart who now laid on the cold stone floor of his own castle bleeding and put his saber just inches away from his head. "Go ahead Darkage. Finish it!" Darkage lifted up his saber and Noheart closed his eyes in anticipation of his death. But instead he felt his chain brake from his neck. "What! Aren't you going to finish me off?"

"No Noheart. Because killing you would not bring back my parents," He said pointedly as he walked away from Noheart to where the cage was. "I let it go of my hate when 'I said I forgave you!'"

"You must finish it," He shouted. "You defeated me!"

"That is your teaching," He answered promptly. "I have rejected all you have ever taught me when I left you and the darkside. Besides, I figure you'd be happy to live another day."

"I have nothing else to live for," Said Noheart as Darkage looked at him puzzled. "You see Darkage, just like you my parent's were also killed."

"You never told me this," Said Darkage in disbelief. "I thought you were originally a demon from hell!"

"No," Said Noheart in protest. "I was once human just like you until I also was tricked into joining the darkside. Someone else used to be in my place until I killed my former master for his betrayal for killing my parents just as I did to yours. Unfortunately, the evil that surrounded my former master came into me. The only way I could be free, was to find someone else more powerful to take my place so that I could finally rest in peace."

"That's why you wanted me to kill you," Darkage said in understanding. "So that I could take your place!"

"Yes. However, there is a terrible price. Once you kill the one in my place, you remain evil forever until someone else takes your place." Darkage nodded in understanding at his loss.

"I am sorry for what happened to your parents. But that gives you no excuse to do it to somebody else!"

"Please Darkage," He begged. "I now lie in great pain. Please finish what you started."

"Don't do it Darkage," Said Wishbear as she ran besides Darkage and tightly wrapped her arms around Darkage's waste.

"OW!" Said Darkage wincing as Wishbear loosened up her grip.

"Sorry," Apologized Wish bear. "You know Noheart's only trying to trick you so that you will remain evil forever!"

"I know." Said Darkage carefully trying to keep his duo saber away from Wish bear as he turned his head and looked at Noheart. "But I still can't help feeling sorry for him." He said sympathetically.

"But if you kill him, you'll take his place!" Wishbear protested looking up at Darkage with pleading eyes.

"I don't intend on killing him. But he'll pay for his treachery for the rest of his life by being Noheart forever!"

"No Darkage," Said Noheart pointedly. "It is your destiny to take my place!"

"I'll never take your place," Said Darkage. "This evil you did to me began with you, and it will end with you! You have failed!"

"What will you do," Noheart asked as his legs now completely regenerated unnoticed. "Join the carebears and become a caring guardian?" He said mockingly. "There is no place for you amongst them! You belong with me!" Darkage noticed Noheart was steadily moving towards him calculating. "They won't ever forgive you for what you did to them helping me imprison them." Darkage looked down in shame.

"Don't listen to him Darkage," Said Wishbear affectionately brushing her paws on his back. "We forgive you. We don't hate you. You were deceived by him!" She then brought her hands to the from of her and gently took hold of Darkage's consoling his hands affectionately. "

I deserve whatever punishment they see fit for what I did," Said Darkage. "And I take full responsibility for everything!"

"Why take the punishment when you can dish it out?" Noheart said as he unexpectadly leapt up at Darkage.

"Lookout Wishbear!" Said Darkage as he broke her grasp and pushed her on her hard on her chest as Darkage took the charge. Darkage now lay underneath Noheart who immediately transformed into a hippo. Darkage tried to push him off of him but to no avail.

"Now time to finish you off!" Noheart went back to his lightning attack which shot out of his open mouth with Darkage agonizing in pain.

"Darkage!" Shouted Wishbear. "Carebear coundown 4,3, 2,"

"That won't work!" Said Noheart. "Have you already forgotten about my protection against your stare?"

"1, Stare!" Wishbear aimed and hit Noheart right on target.

"Ahhh. Stop it!" This forced Noheart to transform to a tornado form to break up the stare from his body and reformed into his original form. "What happened? How were you able to break through my protection?"

"I think this will explain the answer that you are looking for." Said Darkage as he stood up revealing the protective stone out which was layed in his hand.

"Give me that!" Noheart demanded reaching for the amulet. Darkage quickly countered by grabbing his hand and threw Noheart over his shoulder to the ground. Darkage followed up with a quick energy blast of his own.

"Bright strike!" Noheart rolled away from Darkage before the white ball of energy could strike him.

"Darkage, the stone," Shouted Wishbear. "Destroy the stone!" Darkage took the stone threw it hard against the floor.

"No!" Said Noheart. The cage that Noheart created around the carebears now had just disappeared.

"Quickly carebears, get into your stare formation and finish him off before he regains his strength!" Commanded Darkage. The carebears did as he asked.

"Countdown 4, 3, 2, 1, stare!" Noheart took the full blast.

"You may have won today carebears. But I promise you, I will have my veangeance! UGH!" He said as he transformed into a tornado and retreated in shame. The carebear family cheered in victory. Darkage limped away towards a door attempting to make a quick exit.


	14. Chapter 14

Chapter 14 Judgement and rebirth

"Darkage, Wait," Said Wishbear running towards him. Darkage stopped and slowly turned around and faced Wishbear. "Are you alright?" She said as she hugged him around his legs.

"Yes. Thanks to you guys." Said Darkage quickly reaching out with his hands against a nearby wall for support since Wish bear nearly knocked him over.

"Likewise. We couldn't of done this without you either." Nodded Trueheart bear as she also approached.

"If it wasn't for me, you never would have ended up in this mess." Confessed Darkage.

"Yes, but you only followed the evidence that was given to you." Said Wishbear.

"Let's cut to the chase Wishbear." Said Darkage as he wriggled himself free from Wishbear's hug. "Our alliance is over, and you all forgave me for my false allegation against you."

"There is just one more thing." Said Trueheart as she moved towards Wishbear and now stood in front of Darkage. "What are you going to do now that this is all over?"

"Move out of here and start a new life." Replied Darkage.

"You mentioned before that you wanted to find your purpose," Trueheart said. "We would like to help you find that purpose."

"Even after everything I did to bring your family in harms way? It took you and Nobleheart a long time to put together the carebear family which was almost destroyed in one night! I don't see how you could ever forgive me for that!" He said shaking his head from side to side with regret.

"That's what the carebear family is all about. Forgiving and caring for one another! Even at times when forgiving eachother can be very difficult," Trueheart bear said as she placed her paw on his knee. Darkage looked down directly at Trueheart. "I think your a good person who just took off into the wrong path. I do not think it is too late for you." She said smiling up at him.

"I agree!" Said Noblebeart Horse who now stood by Trueheart. "You acknowledged you were wrong not just in front of us, but also in front of Noheart and his took alot of courage. And I think I speak for everybody else here when I say we all forgive you from the bottom of our hearts!" All of the carebears nodded and cheered at Noblehearts comments.

"Thank you." Said Darkage nodding his head with acknowledgment. "You truly stand for what you represent. Caring for others whom you do not even know."

"You see Darkage," Said Nobleheart as he now placed his paw gently on Darkage's other knee.

"Call me Joaquin please. I know longer wish to be called by that name." Corrected the human softly.

"Sorry, Joaquin," Nobleheart said correcting himself while clearing his throat at the same time. "When me and Trueheart first built the carebear family, we built it with the purpose to not only help raise the abandoned cubs, but to help others in need! Me and Trueheart just got fed up with seeing baby cubs getting abandoned time and time again. So me and Trueheart both agreed to work together to care for as many abandoned cubs as we could find and hopefully in return, they would support that vision."

"As you can see, all of our family is still together," Stated Trueheart plainly. "So what do say Joaquin? Would you like to join our family?" Joaquin looked completely surprised at the proposed question.

"I don't know. Not after all of the trouble I've caused." He said now looking down at the two elders.

"Please Joaquin." Wishbear interposed rubbing her paw on his thigh. "Don't you see? you were meant to be part of this family."

"You really think this wise Wishbear?" Joaquin inquired.

"Yes," She responded smiling. "Besides, we could use someone with your talents to help us. Of course, not in the way that Noheart used you." She said carefully as she now gently put her paw over her mouth.

"I know what you meant Wishbear." He said nodding his head in understanding. "You have shown your hearts true intentions. They are not evil, but are for the greater good."

"Lately in these last two months, it seems that our enemies are winning more battles against us, but it also seems our adversaries are increasing in greater number as time passes." Said Nobleheart sadly.

"I think its time we countered that by adding to our numbers," Said Aqua bear said with determination knocking his fisted paw against his open paw. "I think that not only would you be a great addition to the carebear family, but I could use someone else to train with besides my sister. Especially since she always wins." Lonesomeheart bear shot Aqua bear a warning glance as he forced a smile back at her placing his paws behind his back. Joaquin chuckled inside at this. "I think it was the will of the heart that we crossed paths. Unless you think this is all a coincidence?"

"No," Replied Joaquin. "I believe everything happens for a reason. And for some reason, God has allowed us to cross paths with one another."

"What do you think God had in mind?" Asked Redemptionheart bear with great curiousity.

"For starters, from stopping me from making the biggest mistake of my life by almost becoming permanently evil in Noheart's place," Shuttered Joaquin as he said this. "But also to help me find my purpose in this life. The timing is too perfect for this to be a coincidence. First with Nobleheart and Trueheart saving people from that awful fire that was started by Noheart. Then just at the time I was planning my attack with the villains alliance on carelot, you carebears took the honors and tried to strike first! Then to where we stand now."

"I don't know about you Joaquin, but I think you were meant to join us." Said Trueheart bear. "I'm not trying to add on any unwanted pressure on you. But like you said, it seems you were meant to be with us." Darkage paused in thought then looked back down at Trueheart.

"Well, you guys have clearly expressed your this with conviction and without any doubt," He said contently temporarily breaking up eye contact. "I'm sorry, this all just seems to be happening so quickly. I don't know what I should do quite yet." He said as he looked back up scratching his head.

"No hurry!" Said Wishbear. "You can alway's join us tomorrow."

"Wishbear!" Said Tenderheart bear glaring at her placing his paws on his hips. Wishbear smiled sheepishly causing everyone else to laughed except for Joaquin who did not respond or show any emotion. "Sorry Joaquin. It seems that you have a big fan in Wishbear." Stated Tenderheart beat as Wishbear blushed nervously.

"So I've noticed," Joaquin said as he took a emotionless glance at Wishbear. "Gee carebears. I wish I could just say yes and live happily ever after, but I think I will still need some time to think this over." He said calculating while holding onto his chin.

"Well, until you make your decision, you are more than welcome to stay with us." Said Nobleheart with a warm smile.

"Thank you." Said Joaquin in appreciation.

"Will you stay with us? At least temporarily?" Asked Trueheart bear.

"Its either that or be homeless." Joaquin replied. Wishbear looked very sad and disturbed at that thought. "You know what carebears, I have always been an all or nothing kind of guy. So I think I've made up my mind."

"You have?" Said Wishbear with vivid interest shooting up in her eyes. "Please, please enough delays tell us tell us!"

"Maybe tomorrow." He answered plainly as he dropped both hands down to his sides. "Its been a long and eventful day."

"Oh come on," Pleaded Wishbear placing her paws together. "Stop delaying and tell us. Please?" Wishbear said looking up at him with cute pleading eyes. Joaquin couldn't help but smile back at Wishbear shortly rolling his eyes there afterwards.

"Alright, alright, since you put it that way and I can't stand that kind of pleading..." Said Joaquin rolling his eyes with the bears looking on in admiration. "Since all of you seem to approve of this and have clearly expressed this desire in your hearts, prepare for history to be made."

"What does that mean?" Inquired Wishbear looking confused.

"Congratulations." Announced Joaquin. "You have the first human to ever join the carebear family." At this everyone cheered loudly hopping up and down except for Wishbear who jumped against Joaquin's legs huggin him tightly.

"Oof! Will you please stop that?" Joaquin said with a bit of irritation. Wish bear withdrew a bit saddened now looking down to the ground. Trueheart decided that it might be best if the subject changed.

"Will take good care of you." Promised Trueheart padding Joaquin gently on his shoulder.

"I only have one thing to say to all of you." Everyone quieted down. "I won't let you down!" Everyone cheered loudly except for Wish bear who walked away with her head down from him while everyone else continued there celebration of there latest new member. Although Joaquin saw this, he did nothing about it.

"Now we truly are one family!" Said Trueheart. "Once again, the carebear family is now complete!" Everyone cheered while Joaquin looked serious deep in thought.

"Joaquin, is something wrong?" Inquired Trueheart as she noticed that he was deep in thought.

"Trueheart? Didn't you say that everyone was present?" Inquired the human.

"Yes. Everyone that belongs to the carebear family." Trueheart replied.

"Is everyone really present Trueheart?" Asked Joaquin.

"Yes Joaquin." She responded with a giggle.

"Didn't you have a couple other members to your carebear family who are not here with us?" Trueheart scratched her head thinking.

"The two pandas?" Said Joaquin.

The Caring Guardian Prophecy

The guardians of caring, are dealt a serious but yet seemingly impossible mission to keep peace among man kind. The original mission is too help others upon the earth care and to love there fellow man. These strange creatures of humble and abandoned origins, are brought together in one accord by the two chosen ones. Many constant evils are ever present trying to destroy these creatures of love and caring. There adversaries increase in such numerous numbers, but are easily defeated. However, these Lords of darkness come together under the authority of the immortal shade known as the prince of evil. Darkness comes over the land of there kingdom and they are overpowered and overthrown without any hope. However, out of the darkness will come a bright light redeemed by the chosen one. This servant will deliver them from great distresses and from all there enemies on every side. However, great sorrow still torments this soul as he struggles to find peace within and forgiveness within himself...


End file.
